SEC Info - Americold Realty Trust - ‘10-K’ for 12/31/20

Consolidated Balance Sheets

ITEM 9B. Other Information

None.

PART III

ITEM 10. Directors, Executive Officers and Corporate Governance

The information required by Item 10 will be included in the definitive proxy statement relating to the 2021 Annual Meeting of Shareholders of Americold Realty Trust and is incorporated herein by reference.

ITEM 11. Executive Compensation

The information required by Item 11 will be included in the definitive proxy statement relating to the 2021 Annual Meeting of Shareholders of Americold Realty Trust and is incorporated herein by reference.

ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information required by Item 12 will be included in the definitive proxy statement relating to the 2021 Annual Meeting of Shareholders of Americold Realty Trust and is incorporated herein by reference.

ITEM 13. Certain Relationships and Related Transactions, and Director Independence

The information required by Item 13 will be included in the definitive proxy statement relating to the 2021 Annual Meeting of Shareholders of Americold Realty Trust and is incorporated herein by reference.

ITEM 14. Principal Accounting Fees and Services

The information required by Item 14 will be included in the definitive proxy statement relating to the 2021 Annual Meeting of Shareholders of Americold Realty Trust and is incorporated herein by reference.

PART IV

ITEM 15. Exhibits, Financial Statements and Schedules

Americold Realty Trust and Subsidiaries

The following documents are filed as a part of this Annual Report on Form 10-K:

a.Financial Statements and Schedules

Financial Statements:

Page

Americold Realty Trust and Subsidiaries

Report of Independent Registered Public Accounting Firm

F-1

F-4

Consolidated Statements of Operations

F-5

Consolidated Statements of Comprehensive Income

F-6

Consolidated Statements of Equity

F-7

Consolidated Statements of Cash Flows

F-10

Notes to the Consolidated Financial Statements of Americold Realty Trust and Subsidiaries

F-11

Schedule III – Real Estate and Accumulated Depreciation

F-104

b.Exhibits

EXHIBIT INDEX


Exhibit No.						Description
2.1						Equity Purchase Agreement, dated as of April 16, 2019 (incorporated by reference to Exhibit 2.1 to Americold Realty Trust’s Current Report on Form 8-K filed on April 16, 2019 (File No. 001-34723))
2.2						Transaction Agreement, dated as of October 12, 2020 (incorporated by reference to Exhibit 2.1 to Americold Realty Trust’s Current Report on Form 8-K filed on October 13, 2020 (File No. 001-34723))
3.1						Amended and Restated Declaration of Trust of Americold Realty Trust, dated as of January 22, 2018 (incorporated by reference to Exhibit 3.1 to Americold Realty Trust’s Current Report on Form 8-K filed on January 23, 2018 (File No. 001-34723))
3.2						Amended and Restated Bylaws of Americold Realty Trust (incorporated by reference to Exhibit 3.1 to Americold Realty Trust’s Current Report on Form 8-K filed on May 23, 2019 (File No. 001-34723))
3.3						Certificate of Limited Partnership of Americold Realty Operating Partnership, L.P. (incorporated by reference to Exhibit 3.3 to Americold Realty Trust’s Annual Report on Form 10-K filed on February 26, 2019 (File No. 001-34723))
3.4						Amended and Restated Limited Partnership Agreement of Americold Realty Operating Partnership, L.P. (incorporated by reference to Exhibit 3.1 to Americold Realty Trust’s Current Report on Form 8-K filed on July 2, 2019 (File No. 001-34723))
3.5						Articles of Amendment to Declaration of Trust of Americold Realty Trust, dated as of March 9, 2020 (incorporated by reference to Exhibit 3.1 to Americold Realty Trust’s Current Report on Form 8-K filed on March 10, 2020 (File No. 001-34723))
4.1						Description of shares of Beneficial Interest (incorporated by reference to Exhibit 4.1 to Americold Realty Trust’s Annual Report on Form 10-K filed on March 2, 2020 (File No. 001-34723))
4.2						Registration Rights Agreement, dated as of December 30, 2020 by and among Americold Realty Trust and the Holders named therein.
10.1						Credit Agreement, dated as of December 4, 2018, by and among the Operating Partnership, the Company, the Several Lenders and Letter of Credit Issuers from Time to Time Parties Thereto and Bank of America, National Association, as Administrative Agent (incorporated by reference to Exhibit 10.1 to Americold Realty Trust’s Current Report on Form 8-K filed on December 5, 2018 (File No. 001-34723))
10.2						Consent and First Amendment to Credit Agreement, dated as of December 23, 2019, by and among the Company, the Operating Partnership and the guarantors, lenders and letter of credit issues named therein (incorporated by reference to Exhibit 10.1 to Americold Realty Trust’s Current Form on Form 8-K filed on January 9, 2020 (File No. 001-34723))
10.3						Credit Agreement, dated as of March 26, 2020, by and among the Company, the Operating Partnership, certain of their subsidiaries, Several Lenders and Letter of Credit Issuers named therein and Bank of America, National Association, as Administrative Agent (incorporated by reference to Exhibit 10.1 to Americold Realty Trust’s Current Report on Form 8-K filed on March 30, 2020 (File No. 001-34723))

115


10.4						Note and Guaranty Agreement, dated as of December 4, 2018, by and among the Operating Partnership, the Company and the purchasers named therein (incorporated by reference to Exhibit 10.2 to Americold Realty Trust’s Current Report on Form 8-K filed on December 5, 2018 (File No. 001-34723))
10.5						Note and Guaranty Agreement, dated as of May 7, 2019, by and among the Operating Partnership, the Company and the purchasers named therein (incorporated by reference to Exhibit 10.1 to Americold Realty Trust’s Current Report on Form 8-K filed on May 8, 2019 (File No. 001-34723))
10.6						Amendment No. 1 to the Note and Guaranty Agreement, dated as of May 7, 2019, dated as of December 30, 2020, by and among the Operating Partnership, the Company and the purchasers named therein (incorporated by reference to Exhibit 10.2 to Americold Realty Trust’s Current Report on Form 8-K filed on January 6, 2021 (File No. 001-34723))
10.7						Amendment No. 2 to the Note and Guaranty Agreement, dated as of December 4, 2018, dated as of December 30, 2020, by and among the Operating Partnership, the Company and the purchasers named therein (incorporated by reference to Exhibit 10.3 to Americold Realty Trust’s Current Report on Form 8-K filed on January 6, 2021 (File No. 001-34723))
10.8						Note and Guaranty Agreement, dated as of December 30, 2020, by and among the Operating Partnership, the Company and the Purchasers (incorporated by reference to Exhibit 10.1 to Americold Realty Trust’s Current Report on Form 8-K filed on January 6, 2021 (File No. 001-34723))
10.9#						Employment Agreement, dated as of January 23, 2018, by and between AmeriCold Logistics, LLC and Fred Boehler (incorporated by reference to Exhibit 10.3 to Americold Realty Trust’s Current Report on Form 8-K filed on January 23, 2018 (Registration No. 333-221560))
10.10#						Employment Agreement, dated as of January 23, 2018, by and between AmeriCold Logistics, LLC and Marc Smernoff (incorporated by reference to Exhibit 10.4 to Americold Realty Trust’s Current Report on Form 8-K filed on January 23, 2018 (Registration No. 333-221560))
10.11#						Employment Agreement, dated as of January 23, 2018, by and between AmeriCold Logistics, LLC and Thomas Novosel (incorporated by reference to Exhibit 10.5 to Americold Realty Trust’s Current Report on Form 8-K filed on January 23, 2018 (Registration No. 333-221560))
10.12#						Letter Agreement, dated May 11, 2018, by and between Americold Realty Trust and Marc Smernoff (incorporated by reference to Exhibit 10.5 to Americold Realty Trust’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018, filed on May 15, 2018 (File No. 001-34723))
10.13#						Employment Agreement, dated as of September 11, 2018, by and between AmeriCold Logistics, LLC and Carlos Rodriguez (incorporated by reference to Exhibit 10.1 to Americold Realty Trust’s Current Report on Form 8-K/A filed on September 11, 2018 (File No. 001-34723)
10.14#						Employment Agreement, dated as of March 26, 2018, by and between AmeriCold Logistics, LLC and James Snyder (incorporated by reference to Exhibit 10.10 to Americold Realty Trust’s Annual Report on Form 10-K for the year ended December 31, 2018, filed on February 27, 2019 (File No. 001-34723))
10.15#						Employment Agreement, dated as of September 25, 2018, by and between AmeriCold Logistics, LLC and James Harron (incorporated by reference to Exhibit 10.11 to Americold Realty Trust’s Annual Report on Form 10-K for the year ended December 31, 2018, filed on February 27, 2019 (File No. 001-34723))
10.16#						Employment Agreement, dated as of September 13, 2018, by and between AmeriCold Logistics, LLC and David Stuver (incorporated by reference to Exhibit 10.10 to Americold Realty Trust’s Annual Report on Form 10-K for the year ended December 31, 2018, filed on February 27, 2019 (File No. 001-34723))
10.17#						Employment Agreement, dated January 7, 2020, by and between Americold Realty Trust and Robert Chambers (incorporated by reference to Exhibit 10.1 to Americold Realty Trust’s Current Report on Form 8-K filed on January 10, 2020 (File No. 001-34723))
10.18						Form of Indemnification Agreement (incorporated by reference to Exhibit 10.16 to Americold Realty Trust’s Registration Statement on Form S-11/A, filed on December 19, 2017 (Registration No. 333-221560))
10.19						Americold Realty Trust 2008 Equity Incentive Plan (incorporated by reference to Exhibit 10.21 to Americold Realty Trust’s Registration Statement on Form S-11/A, filed on January 12, 2018 (Registration No. 333-221560))
10.20						Americold Realty Trust 2010 Equity Incentive Plan (incorporated by reference to Exhibit 10.14 to Americold Realty Trust’s Registration Statement on Form S-11/A, filed on December 20, 2017 (Registration No. 333-221560))
10.21						Americold Realty Trust 2017 Equity Incentive Plan, effective as of January 23, 2018 (incorporated by reference to Exhibit 10.8 to Americold Realty Trust’s Current Report on Form 8-K filed on January 23, 2018 (Registration No. 333-221560))
10.22						Form of Annual Trustee Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.2 to Americold Realty Trust’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018, filed on May 15, 2018 (File No. 001-34723))
10.23						Form of Retention Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.3 to Americold Realty Trust’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018, filed on May 15, 2018 (File No. 001-34723))
10.24						Form of Performance Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.4 to Americold Realty Trust’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018, filed on May 15, 2018 (File No. 001-34723))
10.25						Form of Annual Trustee OP Unit Award Agreement (incorporated by referenced to Exhibit 10.1 to Americold Realty Trust’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2019, filed on August 9, 2019 (File No. 001-34723))

116


10.26						Form of Retention OP Unit Award Agreement (incorporated by referenced to Exhibit 10.2 to Americold Realty Trust’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2019, filed on August 9, 2019 (File No. 001-34723))
10.27						Form of Performance OP Unit Award Agreement (incorporated by referenced to Exhibit 10.3 to Americold Realty Trust’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2019, filed on August 9, 2019 (File No. 001-34723))
10.28						Form of Performance Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.26 to Americold Realty Trust’s Annual Report on Form 10-K filed on March 2, 2020 (File No. 001-34723))
21.1						List of Subsidiaries
23.1						Consent of Ernst & Young LLP
31.1						Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Americold Realty Trust
31.2						Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Americold Realty Trust
32.1						Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 - Americold Realty Trust
32.2						Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 - Americold Realty Trust
95.1						Information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

# This document has been identified as a management contract or compensatory plan or arrangement.

Certain agreements and other documents filed as exhibits to this Annual Report on Form 10-K contain representations and warranties that the parties thereto made to each other. These representations and warranties have been made solely for the benefit of the other parties to such agreements and may have been qualified by certain information that has been disclosed to the other parties to such agreements and other documents and that may not be reflected in such agreements and other documents. In addition, these representations and warranties may be intended as a way of allocating risks among parties if the statements contained therein prove to be incorrect, rather than as actual statements of fact. Accordingly, there can be no reliance on any such representations and warranties as characterizations of the actual state of facts. Moreover, information concerning the subject matter of any such representations and warranties may have changed since the date of such agreements and other documents.

117

ITEM 16. Form 10-K Summary

Not Applicable.

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Trustees of Americold Realty Trust and Subsidiaries

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Americold Realty Trust and subsidiaries (the Company) as of December 31, 2020 and 2019, the related consolidated statements of operations, comprehensive income, equity and cash flows for each of the three years in the period ended December 31, 2020, and the related notes and financial statement schedule listed in the index at Item 15(a) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2020 and 2019, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2020, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated March 1, 2021 expressed an unqualified opinion thereon.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

F-1

Accounting for the Acquisition of Nova Cold


Description of the Matter			As more fully described in Note 3 to the consolidated financial statements, the Company acquired Nova Cold Logistics (“Nova Cold”) in January 2020 for aggregate cash consideration of approximately $260.6 million. The acquisition was accounted for as a business combination and, as such, the Company measured the assets acquired and liabilities assumed at their acquisition-date fair values, including fair values of the acquired land, buildings and improvements, and the customer relationships intangible asset of $34.8 million, $106.1 million, and $53.9 million, respectively. Auditing management's accounting for the acquisition of Nova Cold involved especially subjective judgments and complex analyses related to the fair value estimates of the acquired land, buildings and improvements, and customer relationships intangible asset due to the significant estimation required in determining fair value. The estimate of fair value of the acquired land and buildings and improvements is sensitive to changes in assumptions of comparable transactions in the market. The estimate of fair value of the acquired customer relationships intangible asset is sensitive to changes in assumptions impacting the net present value of future cash flows expected from the future performance of the acquired business. The significant assumptions impacting the fair value of the acquired land and buildings and improvements included estimates of indirect costs and entrepreneurial profit, which were added to the replacement cost of the acquired assets in order to estimate their fair value in the market, and the significant assumptions used to estimate the fair value of the acquired customer relationships intangible asset include revenue growth rates, customer attrition rates, operating costs and margins, capital expenditures, tax rates, long-term growth rates, and discount rates, which are affected by expectations about future market and economic conditions.
How We Addressed the Matter in Our Audit			We obtained an understanding, evaluated the design and tested the operating effectiveness over the Company's controls related to the accounting for the Nova Cold acquisition process. For example, we tested controls over the recognition and measurement of the acquired land and buildings and improvements, and customer relationships intangible asset, including the Company’s controls over the valuation approach and method selected, and the significant assumptions used in the fair value measurement described above. To test the fair value of the acquired land and buildings and improvements, our audit procedures, which involved the assistance of our valuation specialists, included evaluating the Company's valuation methods and related significant assumptions used as well as testing the completeness and accuracy of the underlying data supporting the significant assumptions and estimates. For example, we compared the significant assumptions used to estimate the concluded fair value of the acquired land and buildings and improvements to recent, historical transactions within the industry. To test the fair value of the acquired customer relationships intangible asset, our audit procedures included evaluating the Company's valuation method and significant assumptions used and testing the completeness and accuracy of the underlying data supporting the significant assumptions and estimates. We compared the significant assumptions used by management to current economic trends, where applicable, the historical results of the acquired business, and other relevant factors. We involved our valuation specialists to assist with our evaluation of the valuation method and certain significant assumptions, including the discount rate used in determining the fair value of

F-2


			the customer relationships intangible asset.

Test of Goodwill for Impairment


Description of the Matter			As more fully described in Note 2 to the consolidated financial statements, the Company evaluates the carrying value of goodwill each year as of October 1 and between annual evaluations if events occur or circumstances change that would more likely than not reduce the fair value of a reporting unit to which goodwill has been allocated below its carrying amount. The carrying value of the Company’s goodwill balance totaled $794.3 million as of December 31, 2020 Auditing management’s goodwill impairment test involved especially subjective judgments due to the significant estimation required in determining the fair value of the reporting units to which goodwill has been allocated. In particular, the estimates of fair value are sensitive to changes in assumptions impacting the net present value of future cash flows attributable to the reporting units, including revenue growth rates, operating costs and margins, capital expenditures, tax rates, long-erm growth rates, and discount rates, which are affected by expectations about future market and economic conditions.
How We Addressed the Matter in Our Audit			We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s goodwill impairment review process. For example, we tested controls over the estimation of the fair values of the reporting units to which goodwill has been allocated, including the Company’s controls over the valuation models, the mathematical accuracy of the valuation models and development of underlying assumptions used to determine the fair values of the reporting units. We also tested controls over management’s review of the reconciliation of the aggregate estimated fair value of the reporting units to the market capitalization of the Company. To test the estimated fair values of the Company’s reporting units, our audit procedures included, among others, assessing the valuation methodology and the underlying data used by the Company in its analysis, including testing the significant assumptions discussed above. We compared the significant assumptions used by management to current economic trends, historical results, and other relevant factors. We assessed the historical accuracy of management’s assumptions of future expected net cash flows and performed sensitivity analyses of significant assumptions to evaluate the changes in the fair values of the reporting units that would result from changes in the assumptions. We involved valuation specialists to assist in our evaluation of the valuation methodology and the significant assumptions, including the discount rate used in determining the fair values of the reporting units. We also tested the reconciliation of the aggregate estimated fair value of the reporting units to the market capitalization of the Company.

/s/ Ernst & Young LLP

We have served as the Company’s auditor since 2010.

Atlanta, Georgia

F-3


Americold Realty Trust and Subsidiaries
Consolidated Balance Sheets
(In thousands, except shares and per share amounts)
	December 31,
	2020		2019
Assets
Property, buildings and equipment:
Land	$	i 662,885	$	i 526,226
Buildings and improvements	i 4,004,824		i 2,696,732
Machinery and equipment	i 1,177,572		i 817,617
Assets under construction	i 303,531		i 108,639
	i 6,148,812		i 4,149,214
Accumulated depreciation	( i 1,382,298)		( i 1,216,553)
Property, buildings and equipment – net	i 4,766,514		i 2,932,661

Operating lease right-of-use assets	i 291,797		i 77,723
Accumulated depreciation – operating leases	( i 24,483)		( i 18,110)
Operating leases – net	i 267,314		i 59,613

Financing leases:
Buildings and improvements	i 60,513		i 11,227
Machinery and equipment	i 109,416		i 76,811
	i 169,929		i 88,038
Accumulated depreciation – financing leases	( i 40,937)		( i 29,697)
Financing leases – net	i 128,992		i 58,341
Cash, cash equivalents, and restricted cash	i 621,051		i 240,613
Accounts receivable – net of allowance of $ i 12,286 and $ i 6,927 at December 31, 2020 and 2019, respectively	i 324,221		i 214,842
Identifiable intangible assets – net	i 797,423		i 284,758
Goodwill	i 794,335		i 318,483
Investments in partially owned entities	i 44,907		i —
Other assets	i 86,394		i 61,372
Total assets	$	i 7,831,151	$	i 4,170,683
Liabilities and equity
Liabilities:
Borrowings under revolving line of credit	$	i —	$	i —
Accounts payable and accrued expenses	i 552,547		i 350,963
Mortgage notes, senior unsecured notes and term loan – net of deferred financing costs of $ i 15,952 and $ i 12,996 in the aggregate, at December 31, 2020 and 2019, respectively	i 2,648,266		i 1,695,447
Sale-leaseback financing obligations	i 185,060		i 115,759
Financing lease obligations	i 125,926		i 58,170
Operating lease obligations	i 269,147		i 62,342
Unearned revenue	i 19,209		i 16,423
Pension and postretirement benefits	i 9,145		i 12,706
Deferred tax liability – net	i 220,502		i 17,119
Multiemployer pension plan withdrawal liability	i 8,528		i 8,736
Total liabilities	i 4,038,330		i 2,337,665
Commitments and contingencies (see Commitments and Contingencies footnote 19 )	i		i
Equity
Shareholders’ equity:
Common shares of beneficial interest, $ i i 0.01 / par value – i 325,000,000 and i 250,000,000 authorized shares; i i 251,702,603 / and i i 191,799,909 / issued and outstanding at December 31, 2020 and 2019, respectively	i 2,517		i 1,918
Paid-in capital	i 4,687,823		i 2,582,087
Accumulated deficit and distributions in excess of net earnings	( i 895,521)		( i 736,861)
Accumulated other comprehensive loss	( i 4,379)		( i 14,126)
Total shareholders’ equity	i 3,790,440		i 1,833,018
Noncontrolling interests:
Noncontrolling interests in operating partnership	i 2,381		i —

Total equity	i 3,792,821		i 1,833,018

Total liabilities and equity	$	i 7,831,151	$	i 4,170,683

See accompanying notes to consolidated financial statements.

F-4

Americold Realty Trust and Subsidiaries

Consolidated Statements of Operations

(In thousands, except per share amounts)

Years Ended December 31,

2020

2019

2018

Revenues:

Rent, storage and warehouse services

i i 1,549,314 /

i i 1,377,217 /

i 1,176,912

Third-party managed services

i i 291,751 /

i i 252,939 /

i 259,034

Transportation services

i i 142,203 /

i i 144,844 /

i 158,790

Other

i i 4,459 /

i i 8,705 /

i 8,899

Total revenues

i 1,987,727

i 1,783,705

i 1,603,635

Operating expenses:

Rent, storage and warehouse services cost of operations

i 1,028,981

i 929,626

i 802,378

Third-party managed services cost of operations

i 279,523

i 241,178

i 244,274

Transportation services cost of operations

i 123,396

i 126,777

i 143,055

Cost of operations related to other revenues

i 4,329

i 7,867

i 8,279

Depreciation and amortization

i 215,891

i 163,348

i 117,653

Selling, general and administrative

i 144,738

i 129,310

i 110,825

Acquisition, litigation and other

i 36,306

i 40,614

i 3,935

Impairment of long-lived assets

i 8,236

i 13,485

i 747

(Gain) loss from sale of real estate

( i 22,124)

i 34

( i 7,471)

Total operating expenses

i 1,819,276

i 1,652,239

i 1,423,675

Operating income

i 168,451

i 131,466

i 179,960

Other (expense) income:

Interest expense

( i 91,481)

( i 94,408)

( i 93,312)

Interest income

i 1,162

i 6,286

i 3,996

Bridge loan commitment fees

( i 2,438)

( i 2,665)

i —

Loss on debt extinguishment, modifications and termination of derivative instruments

( i 9,975)

i —

( i 47,559)

Foreign currency exchange (loss) gain, net

( i 45,278)

i 10

i 2,882

Other expense, net

( i 2,563)

( i 1,870)

( i 532)

Loss from partially owned entities

( i 250)

( i 111)

( i 1,069)

Gain from sale of partially owned entities

i —

i 4,297

i —

Income before income tax benefit

i 17,628

i 43,005

i 44,366

Income tax benefit:

Current

( i 6,805)

( i 5,544)

i 467

Deferred

i 13,732

i 10,701

i 3,152

Total income tax benefit

i 6,927

i 5,157

i 3,619

Net income

i 24,555

i 48,162

i 47,985

Net income attributable to noncontrolling interests

i 15

i —

Net income attributable to Americold Realty Trust

i 24,540

i 48,162

i 47,985

Less distributions on preferred shares of beneficial interest - Series A

i —

( i 1)

Less distributions on preferred shares of beneficial interest - Series B

i —

( i 1,817)

Net income available to common shareholders of beneficial interest

i 24,540

i 48,162

i 46,167

Weighted average common shares outstanding – basic

i 203,255

i 179,598

i 141,415

Weighted average common shares outstanding – diluted

i 206,940

i 183,950

i 144,338

Net income per common share of beneficial interest - basic

i 0.11

i 0.26

i 0.31

Net income per common share of beneficial interest - diluted

i 0.11

i 0.26

i 0.31

See accompanying notes to consolidated financial statements.

F-5

Americold Realty Trust and Subsidiaries

Consolidated Statements of Comprehensive Income

(In thousands)

Years Ended December 31,

2020

2019

2018

Net income

i 24,555

i 48,162

i 47,985

Other comprehensive income (loss) - net of tax:

Adjustment to accrued pension liability

i 1,433

i 3,269

( i 901)

Change in unrealized net gain (loss) on foreign currency

i 9,944

( i 3,388)

( i 11,640)

Unrealized (loss) gain on cash flow hedge

( i 1,630)

( i 1,492)

i 256

Other comprehensive income (loss) - net of tax

i 9,747

( i 1,611)

( i 12,285)

Other comprehensive income attributable to noncontrolling interests

i 4

i —

Total comprehensive income attributable to Americold Realty Trust

i 34,306

i 46,551

i 35,700

See accompanying notes to consolidated financial statements.

F-6

Americold Realty Trust and Subsidiaries

Consolidated Statements of Equity

(In thousands, except shares)

Preferred Shares of

Beneficial Interest

Common Shares of

Accumulated Deficit and Distributions in Excess of Net Earnings

Accumulated Other Comprehensive Loss

Series A

Beneficial Interest

Number of Shares

Par Value

Number of Shares

Par Value

Paid-in Capital

Total Equity

Balance - December 31, 2017

i 125

i —

i 69,370,609

i 694

i 394,082

( i 581,470)

( i 230)

( i 186,924)

Net income

—

i 47,985

—

i 47,985

Other comprehensive loss

—

( i 9,492)

Distribution on preferred shares of beneficial interest - Series A

( i 125)

—

( i 133)

( i 1)

—

( i 134)

Distributions on preferred shares of beneficial interest - Series B

—

( i 1,817)

—

( i 1,817)

Distributions on common shares of beneficial interest

—

( i 104,976)

—

( i 104,976)

Share-based compensation expense

—

i 8,556

—

i 8,556

Share-based compensation expense (modification of Restricted Stock Units)

—

i 2,042

—

i 2,042

Common share issuance related to share-based payment plans, net of shares withheld for employee taxes

—

i 1,847,274

i 18

i 2,649

—

i 2,667

Warrants exercise

—

i 6,426,818

i 64

( i 64)

—

i —

Issuance of common shares

—

i 37,350,000

i 374

i 576,964

—

i 577,338

Conversion of mezzanine Series B Preferred shares

—

i 33,240,258

i 332

i 372,459

—

i 372,791

Other

—

( i 422)

i 1,934

( i 2,793)

( i 1,281)

Balance - December 31, 2018

i —

i 148,234,959

i 1,482

i 1,356,133

( i 638,345)

( i 12,515)

i 706,755

See accompanying notes to consolidated financial statements.

F-7

Americold Realty Trust and Subsidiaries

Consolidated Statements of Equity (Continued)

(In thousands, except shares)

Accumulated Deficit and Distributions in Excess of Net Earnings

Accumulated Other Comprehensive Loss

Common Shares of

Beneficial Interest

Paid-in Capital

Number of Shares

Par Value

Total Equity

Balance - December 31, 2018

i 148,234,959

i 1,482

i 1,356,133

( i 638,345)

( i 12,515)

i 706,755

Net income

—

i 48,162

—

i 48,162

Other comprehensive loss

—

( i 1,611)

Distributions on common shares of beneficial interest

—

( i 146,590)

—

( i 146,590)

Share-based compensation expense

—

i 12,822

—

i 12,822

Share-based compensation expense (modification of Restricted Stock Units)

—

i 3,044

—

i 3,044

Common share issuance related to share-based payment plans, net of shares withheld for employee taxes

i 1,502,450

i 15

i 3,461

—

i 3,476

Issuance of common shares

i 42,062,500

i 421

i 1,206,627

—

i 1,207,048

Other

—

i —

( i 88)

i —

( i 88)

Balance - December 31, 2019

i 191,799,909

i 1,918

i 2,582,087

( i 736,861)

( i 14,126)

i 1,833,018

See accompanying notes to consolidated financial statements.

F-8

Americold Realty Trust and Subsidiaries

Consolidated Statements of Equity (Continued)

(In thousands, except shares)

Accumulated Deficit and Distributions in Excess of Net Earnings

Accumulated Other Comprehensive Loss

Noncontrolling interests in Operating Partnership

Common Shares of

Beneficial Interest

Paid-in Capital

Number of Shares

Par Value

Total Equity

Balance - December 31, 2019

i 191,799,909

i 1,918

i 2,582,087

( i 736,861)

( i 14,126)

i —

i 1,833,018

Net income

—

i 24,540

—

i 15

i 24,555

Other comprehensive income

—

i 9,747

i 4

i 9,751

Distributions on common shares of beneficial interest

—

( i 182,700)

—

( i 241)

( i 182,941)

Share-based compensation expense

—

i 15,259

—

i 2,603

i 17,862

Common share issuance related to share-based payment plans, net of shares withheld for employee taxes

i 574,599

i 6

i 286

—

i 292

Issuance of common shares

i 45,161,428

i 451

i 1,578,208

—

i 1,578,659

Issuance of common shares as consideration in the Agro acquisition

i 14,166,667

i 142

i 511,983

—

i 512,125

Cumulative effect of accounting change (refer to Note 2)

—

i —

( i 500)

i —

( i 500)

Balance - December 31, 2020

i 251,702,603

i 2,517

i 4,687,823

( i 895,521)

( i 4,379)

i 2,381

i 3,792,821

See accompanying notes to consolidated financial statements.

F-9

Americold Realty Trust and Subsidiaries

Consolidated Statements of Cash Flows

(In thousands)

Years Ended December 31,

2020

2019

2018

Operating activities:

Net income

i 24,555

i 48,162

i 47,985

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

i 215,891

i 163,348

i 117,653

Amortization of deferred financing costs and pension withdrawal liability

i 5,147

i 6,028

i 6,177

Amortization of above/below market leases

i 152

i 151

Loss on debt extinguishment and modification

i 1,995

i —

i 28,446

Loss (gain) from foreign exchange

i 45,278

( i 10)

( i 2,882)

Loss from investments in partially owned entities

i 250

i 111

i 1,069

Gain from sale of partially owned entities

i —

( i 4,297)

i —

Share-based compensation expense

i 17,897

i 12,822

i 8,639

Share-based compensation expense (modification of restricted stock units)

i —

i 3,044

i 2,042

Deferred tax benefit

( i 13,732)

( i 10,701)

( i 3,152)

(Gain) loss from sale of real estate

( i 22,124)

i 34

( i 7,471)

Loss (gain) on other asset disposals

i 2,494

i 870

( i 152)

Impairment of long-lived assets

i 8,236

i 13,485

i 747

Provision for doubtful accounts receivable

i 5,356

i 1,218

i 2,324

Changes in operating assets and liabilities:

Accounts receivable

( i 12,897)

( i 3,681)

( i 1,940)

Accounts payable and accrued expenses

i 19,471

i 841

( i 5,219)

Other

( i 4,289)

i 4,764

( i 6,246)

Net cash provided by operating activities

i 293,680

i 236,189

i 188,171

Investing activities:

Return of investment in joint venture

i —

i 2,000

i —

Proceeds from sale of investments in partially owned entities

i 154

i 14,250

i —

Proceeds from sale of property, buildings and equipment

i 80,193

i 1,151

i 19,513

Business combinations, net of cash acquired

( i 1,858,937)

( i 1,319,905)

i —

Acquisitions of property, buildings and equipment, net of cash acquired

( i 25,538)

( i 85,216)

i —

Additions to property, buildings and equipment

( i 376,817)

( i 217,214)

( i 145,216)

Cash paid for investment in joint venture

( i 26,229)

i —

Proceeds from the settlement of net investment hedges, net

i 3,034

i —

Proceeds from the settlement of foreign currency forward contract

i 877,365

i —

Payment in settlement of foreign currency forward contract

( i 922,350)

i —

Net cash used in investing activities

( i 2,249,125)

( i 1,604,934)

( i 125,703)

Financing activities:

Distributions paid on beneficial interest shares – preferred – Series A

i —

( i 134)

Distributions paid on beneficial interest shares – preferred – Series B

i —

( i 1,817)

Distributions paid on common shares and noncontrolling interests in operating partnership

( i 167,086)

( i 135,443)

( i 76,523)

Proceeds from revolving line of credit

i 636,753

i 100,000

i —

Repayment of revolving line of credit

( i 627,075)

( i 100,000)

i —

Proceeds from stock options exercised

i 6,748

i 10,204

i 14,842

Remittance of withholding taxes related to employee share-based transactions

( i 6,953)

( i 7,063)

( i 12,680)

Payment of underwriters’ costs

i —

( i 8,205)

Reimbursement of underwriters’ costs

i —

i 8,952

Repayment of sale-leaseback financing obligations

( i 3,774)

( i 3,161)

( i 2,595)

Repayment of financing lease obligations

( i 19,970)

( i 13,339)

( i 10,360)

Payment of debt issuance costs

( i 10,076)

( i 2,062)

( i 16,563)

Repayment of term loans, mortgage notes, notes payable and construction loans

( i 156,750)

( i 10,392)

( i 1,522,347)

Proceeds from senior unsecured notes

i 922,350

i 350,000

i 600,000

Proceeds from term loans

i 177,075

i —

i 525,000

Proceeds from construction loans

i —

i 1,097

Net proceeds from issuance of common shares

i 1,578,659

i 1,206,627

i 586,275

Net cash provided by financing activities

i 2,329,901

i 1,395,371

i 84,942

Net increase in cash, cash equivalents and restricted cash

i 374,456

i 26,626

i 147,410

Effect of foreign currency translation on cash, cash equivalents and restricted cash

i 5,982

( i 110)

( i 3,276)

Cash, cash equivalents and restricted cash:

Beginning of period

i 240,613

i 214,097

i 69,963

End of period

i 621,051

i 240,613

i 214,097

F-10

Americold Realty Trust and Subsidiaries

Consolidated Statements of Cash Flows (Continued)

(In thousands)

Years Ended December 31,

2020

2019

2018

Supplemental disclosures of non-cash investing and financing activities:

Common shares issued as consideration for Agro acquisition

i 512,125

i —

Deferred cash consideration for foreign investment in real property tax

i 49,710

i —

Addition of property, buildings and equipment on accrual

i 51,115

i 51,335

i 18,799

Addition of fixed assets under financing lease obligations

i 38,858

i 30,416

i 13,290

Addition of fixed assets under operating lease obligations

i 44,919

i 12,492

i —

Supplemental disclosures of cash flows information:

Interest paid – net of amounts capitalized

i 82,775

i 68,016

i 85,595

Income taxes paid – net of refunds

i 1,485

i 2,207

i 5,509

As of December 31,

Allocation of purchase price of property, buildings and equipment to:

2020

2019

Land

i 3,233

i 23,439

Building and improvements

i 15,940

i 41,913

Machinery and equipment

i 6,022

i 19,027

Identifiable intangible assets

i 140

i 854

Other assets and liabilities, net

i 303

i 1,577

Cash paid for acquisition of property, buildings and equipment

i 25,638

i 86,810

As of December 31,

2020

2019

Allocation of purchase price to business combinations:

Land

i 167,989

i 65,074

Buildings and improvements

i 1,176,924

i 706,795

Machinery and equipment

i 322,652

i 162,389

Assets under construction

i 308

i 16,974

Operating and finance lease right-of-use assets

i 268,633

i 1,336

Cash and cash equivalents

i 57,456

i 4,977

Restricted cash

i —

i 526

Accounts receivable

i 96,992

i 22,959

Goodwill

i 470,987

i 132,527

Acquired identifiable intangible assets:

Customer relationships

i 528,517

i 266,633

Trade names and trademarks

i —

i 1,623

Investments in partially owned entities

i 21,638

i —

Other assets

i 20,405

i 7,127

Accounts payable and accrued expenses

( i 97,964)

( i 45,000)

Notes payable

i —

( i 3,878)

Sale-leaseback financing obligations

( i 73,075)

i —

Operating and financing lease obligations

( i 268,500)

( i 1,336)

Unearned revenue

( i 1,068)

( i 3,536)

Deferred tax liability

( i 213,666)

( i 9,782)

Total consideration, including common shares issued and deferred consideration

i 2,478,228

i 1,325,408

See accompanying notes to consolidated financial statements.

F-11

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements

1. i Description of the Business

The Company

Americold Realty Trust, together with its subsidiaries (ART, the Company, or we) is a real estate investment trust (REIT) organized under Maryland law. The Company is the world’s largest publicly traded REIT focused on the ownership, operation and development of temperature-controlled warehouses. The Company is organized as a self-administered and self-managed REIT with proven operating, acquisition and development experience. As of December 31, 2020, we operated a global network of i 238 temperature-controlled warehouses encompassing over i 1.4 billion cubic feet, with i 194 warehouses in North America, i 26 in Europe, i 15 warehouses in Asia-Pacific, and i 3 warehouses in South America.

During 2010, the Company formed a Delaware limited partnership, Americold Realty Operating Partnership, L.P. (the Operating Partnership), and transferred substantially all of its interests in entities and associated assets and liabilities to the Operating Partnership. This structure is commonly referred to as an umbrella partnership REIT or an UPREIT structure. The REIT is the sole general partner of the Operating Partnership, owning i 99% of the common general partnership interests as of December 31, 2020. Americold Realty Operations, Inc., a Delaware corporation and wholly-owned subsidiary of the REIT, is a limited partner of the Operating Partnership, owning less than i 1% of the common general partnership interests as of December 31, 2020. Additionally, the aggregate partnership interests of all other limited partners was less than i 0.1% as of December 31, 2020. As the sole general partner of the Operating Partnership, the REIT has full, exclusive and complete responsibility and discretion in the day-to-day management and control of the Operating Partnership. The limited partners of the Operating Partnership do not have rights to replace Americold Realty Trust as the general partner nor do they have participating rights, although they do have certain protective rights. The terms “Americold,” the “Company,” “we,” “our” and “us” refer to Americold Realty Trust and all of its consolidated subsidiaries, including the Operating Partnership.

No limited partner shall be liable for any debts, liabilities, contracts or obligations of the Operating Partnership. A limited partner shall be liable to the Operating Partnership only to make payments of capital contribution, if any, as and when due. After a capital contribution is fully paid, no limited partner shall, except as otherwise may be legally required under Delaware law, be required to make any further contribution or other payments or lend any funds to the Operating Partnership. The limited partners of the Operating Partnership do not have rights to replace Americold Realty Trust as the general partner nor do they have participating rights, although they do have certain protective rights.

The Company grants Operating Partnership Profit Units (OP Units) to certain members of the Board of Trustees and certain members of management of the Company, which are described further in Note 15. These units represent noncontrolling interests in the Operating Partnership that are not owned by Americold Realty Trust.

On March 9, 2020, the Company filed Articles of Amendment to the Company’s Amended and Restated Declaration of Trust with the State Department of Assessments and Taxation of Maryland to increase the number of authorized common shares of beneficial interest, $ i 0.01 par value per share, from i 250,000,000 to i 325,000,000. The Articles of Amendment were effective upon filing. The Company also has i i 25,000,000 / authorized preferred shares of beneficial interest, $ i i 0.01 / par value per share; however, i i no / ne are issued or outstanding as of December 31, 2020.

F-12

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

The Operating Partnership includes numerous disregarded entities (“DRE”). Additionally, the Operating Partnership conducts various business activities in North America, Europe, Asia-Pacific, and South America through several wholly-owned taxable REIT subsidiaries (TRSs).

Recent Capital Markets Activity

At the Market (ATM) Equity Program

On August 26, 2019, the Company entered into an equity distribution agreement pursuant to which we may sell, from time to time, up to an aggregate sales price of $ i 500.0 million of our common shares through an ATM Equity Program (“the 2019 ATM Equity Program”). Sales of our common shares made pursuant to the 2019 ATM Equity Program may be made in negotiated transactions or transactions that are deemed to be “at the market” offerings as defined in Rule 415 under the Securities Act, including sales made directly on the NYSE, or sales made to or through a market maker other than on an exchange, or as otherwise agreed between the applicable Agent and us. Sales may also be made on a forward basis pursuant to separate forward sale agreements. There were i no common shares sold under the 2019 ATM Equity Program.

On April 16, 2020, the 2019 ATM Equity Program was terminated and replaced with the 2020 ATM Equity Program. Under the 2020 ATM Equity Program, we may sell, from time to time, up to an aggregate sales price of $ i 500.0 million of the Company’s common shares. We intend to use the net proceeds from sales of our common shares pursuant to the 2020 ATM Equity Program for general corporate purposes, which may include funding acquisitions and development projects.

During the year ended December 31, 2020, there were i 7,440,532 common shares sold under the 2020 ATM Equity Program, resulting in gross proceeds of $ i 272.6 million. The proceeds were offset by equity issuance costs of $ i 3.0 million. Included in the shares sold under the 2020 ATM Equity Program were forward sale agreements in connection with the 2020 ATM Equity Program to sell i 4,346,101 common shares for gross proceeds of $ i 162.2 million. During the year ended December 31, 2020, the Company settled i 5,011,428 common shares for gross proceeds of $ i 183.0 million under its ATM equity program. Pursuant to the respective forward sale agreements, the remaining i 2,428,604 of shares must be settled by September 1, 2021 for gross proceeds of $ i 89.6 million.

After considering the common shares issued during 2020 and the shares subject to the forward sale agreements, the Company had approximately $ i 227.4 million of availability remaining for distribution under the 2020 ATM Equity Program as of December 31, 2020.

Universal Shelf Registration Statement

In connection with filing the ATM Equity Offering Sales Agreement on April 16, 2020, the Company and the Operating Partnership filed with the SEC an automatic shelf registration statement on Form S-3 (Registration Nos. 333-237704 and 333-237704-01) (the “Registration Statement”), registering an indeterminate amount of (i) the Company’s common shares of beneficial interest, $ i 0.01 par value per share, (ii) the Company’s preferred shares of beneficial interest, $ i 0.01 par value per share, (iii) depositary shares representing entitlement to all rights and preferences of fractions of the Company’s preferred shares of a specified series and represented by depositary receipts, (iv) warrants to purchase the Company’s common shares or preferred shares or depositary shares and (v) debt securities of the Operating Partnership, which will be fully and unconditionally guaranteed by the Company.

F-13

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

October 2020 Follow-On Public Offering

On October 13, 2020, the Company completed an underwritten registered public offering pursuant to forward sale agreements in which the forward purchasers borrowed and sold to the underwriters in the public offering i 31,900,000 common shares, as well as an option for the underwriters to purchase i 4,785,000 additional common shares. The initial forward sale price was $ i 36.67 per share, which is the public offering price per share, less the underwriting discount per share. On November 9, 2020, the underwriters exercised in full its option to purchase the additional i 4,785,000 common shares. The initial forward for i 31,900,000 common shares was settled on December 29, 2020, and the proceeds were used to fund the cash portion of the Agro Merchants Group (“Agro”) acquisition, which closed on December 30, 2020. The i 4,785,000 forward shares remain outstanding as of December 31, 2020.

Agro Acquisition Shares

In the Agro transaction, the Company acquired i 46 temperature-controlled facilities operated in the United States, Europe, Asia-Pacific, and South America, and a minority equity interest in a Brazilian joint venture. In addition to the cash portion of the purchase price of the Agro acquisition discussed above, at closing on December 30, 2020, the Company also issued i 14,166,667 common shares (the “Acquisition Shares”) to Oaktree Capital Management L.P. (“Oaktree”) and Agro management.

Recent Acquisitions and Investments in Joint Ventures

On December 30, 2020, the Company completed the acquisition of privately-held Agro from an investor group led by funds managed by Oaktree for consideration of $ i 1.59 billion, including cash received of $ i 47.5 million. This was comprised of cash consideration totaling $ i 1.08 billion, of which $ i 49.7 million was deferred, and the issuance of i 14,166,667 common shares of beneficial interest to Oaktree and Agro management, with a fair value of $ i 512.1 million based upon the closing share price on December 29, 2020 of $ i 36.15. Financing lease and sale-leaseback obligations associated with the acquisition totaled $ i 119.9 million and when added to the total consideration transferred brings the total transaction cost to approximately $ i 1.7 billion.

On November 2, 2020, the Company acquired Hall’s Warehouse Corporation (Hall’s) for $ i 489.2 million. The acquisition was funded using proceeds from our 2020 ATM equity forward sale agreements combined with funds drawn on our 2020 Senior Unsecured Revolving Credit Facility.

On August 31, 2020, the Company acquired AM-C Warehouses (AM-C) for approximately $ i 82.7 million. The acquisition was funded using cash on hand.

On August 31, 2020, the Company acquired Caspers Cold Storage (Caspers) for $ i 25.6 million. The consideration paid by the company was funded using cash on hand.

On March 6, 2020, the Company acquired a i 14.99% ownership interest in Superfrio Armazéns Gerais S.A. (SuperFrio) for Brazil Reals of R$ i 117.8 million, or approximately USD $ i 25.7 million, inclusive of certain legal fees. The investment was funded using cash on hand.

On January 2, 2020, the Company completed the purchase of all outstanding membership interests of Newport Cold for cash consideration of $ i 57.7 million. The acquisition was funded using cash on hand.

On January 2, 2020, the Company completed the purchase of all outstanding shares of Nova Cold for C$ i 338.7 million ($ i 260.6 million USD). The acquisition was funded utilizing proceeds from the settlement of our

F-14

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

April 2019 forward sale agreement combined with cash drawn on our 2018 Senior Unsecured Revolving Credit Facility and cash on hand.

On November 19, 2019, the Company acquired MHW Group Inc. (MHW). The Company paid aggregate cash consideration of approximately $ i 51.6 million. The acquisition was funded using cash on hand.

On May 1, 2019, the Company acquired Lanier Cold Storage (Lanier). The Company paid aggregate cash consideration of approximately $ i 82.5 million. The acquisition was funded using cash on hand.

On May 1, 2019, the Company entered into an equity purchase agreement to acquire Cloverleaf. The Company refers to the completion of the acquisition of Cloverleaf pursuant to the executed purchase agreement as “the Cloverleaf Acquisition”. The Company paid aggregate cash consideration of approximately $ i 1.24 billion. The acquisition was funded using net proceeds from the Company’s equity offering that closed on April 22, 2019, along with funds drawn under the Company’s senior unsecured revolving credit facility.

On February 1, 2019, the Company acquired PortFresh Holdings, LLC (PortFresh). The Company paid aggregate cash consideration of $ i 35.9 million. The acquisition was funded using cash on hand.

2. i Summary of Significant Accounting Policies

Basis of Presentation and Principles of Consolidation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. (GAAP). The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries where the Company exerts control. Investments in which the Company does not have control, and is not considered to be the primary beneficiary of a Variable Interest Entity (VIE), but where the Company exercises significant influence over the operating and financial policies of the investee, are accounted for using the equity method of accounting. Intercompany balances and transactions have been eliminated.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of (1) assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements, and (2) revenues and expenses during the reporting period. Actual results could differ from those estimates.

Significant Risks and Uncertainties

The COVID-19 pandemic has caused, and is likely to continue to cause severe economic, market and other disruptions worldwide, which could lead to material impairments of our assets, increases in our allowance for credit losses and changes in judgments in determining the fair value of our assets. Conditions in the bank lending, capital and other financial markets may deteriorate, and our access to capital and other sources of funding may become constrained or more costly, which could materially and adversely affect the availability and terms of future borrowings, renewals, re-financings and other capital raises.

F-15

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

The Company is closely monitoring the impact of the ongoing COVID-19 pandemic on all aspects of its business in all geographies, including how it will impact its customers and business partners. While the Company did not incur significant disruptions during the year ended December 31, 2020 from the COVID-19 pandemic, it continues to incur elevated labor related costs and incremental health and safety supplies costs but otherwise is unable to further predict the impact that the COVID-19 pandemic will have on its financial condition, results of operations and cash flows due to numerous uncertainties.

The extent to which COVID-19 impacts our operations will depend on future developments, which are highly uncertain and cannot be predicted with any degree of confidence, including the scope, severity, duration and geographies of the outbreak, the actions taken to contain the COVID-19 pandemic or mitigate its impact as requested or mandated by governmental authorities or otherwise voluntarily taken by individuals or businesses, and the direct and indirect economic effects of the illness and containment measures, among others. As a result, we cannot at this time predict the impact of the COVID-19 pandemic, but it could have a material adverse effect on our business, financial condition, liquidity, results of operations and prospects.

Property, Buildings and Equipment

Property, buildings and equipment is stated at cost, less accumulated depreciation. Depreciation is computed on a straight-line basis over the estimated useful lives of the respective assets or, if less, the term of the underlying lease. Depreciation begins in the month an asset is placed into service. Useful lives range from i 5 to i 43 years for buildings and building improvements and i 3 to i 12 years for machinery and equipment. For the years ended December 31, 2020, 2019 and 2018, the Company recorded depreciation expense of $ i 198.8 million, $ i 153.9 million and $ i 116.0 million, respectively. The Company periodically reviews the appropriateness of the estimated useful lives of its long-lived assets.

Costs of normal maintenance and repairs and minor replacements are charged to expense as incurred. When non-real estate assets are sold or otherwise disposed of, the cost and related accumulated depreciation are removed, and any resulting gain or loss is included in “Other expense, net” on the accompanying Consolidated Statements of Operations. Gains or losses from the sale of real estate assets are reported in the accompanying Consolidated Statement of Operations as a component of operating expenses.

Costs incurred to develop software for internal use and purchased software are capitalized and included in “Machinery and equipment” on the accompanying Consolidated Balance Sheets. Capitalized software is amortized over the estimated life of the software which ranges from i 3 to i 10 years. Amortization of previously capitalized amounts was $ i 7.3 million, $ i 6.4 million and $ i 5.2 million for 2020, 2019 and 2018, respectively, and is included in “Depreciation and amortization” on the accompanying Consolidated Statements of Operations.

F-16

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Activity in real estate facilities during the years ended December 31, 2020 and 2019 is as follows:


	2020		2019
	(In thousands)
Operating facilities, at cost:
Beginning balance	$	i 3,729,589	$	i i 2,575,367 /
Capital expenditures	i i 287,220 /		i i 177,268 /
Acquisitions	i i 1,662,650 /		i i 975,045 /
Newly developed warehouse facilities	i i 58,807 /		i i 21,316 /
Disposition	( i i 62,225 / )		( i i 7,409 / )
Impairment	( i i 2,153 / )		( i i 12,555 / )
Conversion of leased assets to owned	i i 7,956 /		i i — /
Impact of foreign exchange rate changes	i i 24,916 /		i i 557 /
Ending balance	i 5,706,760		i 3,729,589
Accumulated depreciation:
Beginning balance	( i 936,422)		( i 827,892)
Depreciation expense	( i 146,237)		( i 114,512)
Dispositions	i 8,731		i 6,679
Impact of foreign exchange rate changes	( i 6,994)		( i 697)
Ending balance	( i 1,080,922)		( i 936,422)
Total real estate facilities	$	i 4,625,838	$	i 2,793,167

Non-real estate assets	i 296,212		i 197,835
Total property, buildings and equipment and finance leases, net	$	i 4,922,050	$	i 2,991,002

The total real estate facilities amounts in the table above include $ i 165.2 million and $ i 76.8 million of assets under sale-leaseback agreements accounted for as a financing lease as of December 31, 2020 and 2019, respectively. The Company does not hold title in these assets under sale-leaseback agreements.

F-17

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

The Company recognized an impairment charge of $ i 3.7 million of Other segment assets related to the sale of the quarry completed on July 1, 2020, which resulted in a write-off of primarily “Land” on the accompanying Consolidated Balance Sheets. Additionally, the Company recognized an impairment charge of $ i 2.1 million of Managed segment assets related to the exit of i two Canadian facilities; the write-off was primarily related to “Machinery and equipment” on the accompanying Consolidated Balance Sheets. During the fourth quarter of 2020, the Company recognized an impairment charge of $ i 1.2 million of Warehouse segment assets for costs incurred on a potential development project which the Company determined it would not move forward with; the write-off primarily related to “Assets under construction” on the accompanying Consolidated Balance Sheets. Additionally, during the fourth quarter of 2020, the Company recognized impairment of $ i 0.5 million of Warehouse segment assets related to refrigeration that were subsequently deemed unusable following the sale and exit of the Boston warehouse, which primarily impacted “Machinery and equipment” on the accompanying Consolidated Balance Sheets. Finally, the Company recognized an impairment charge of $ i 0.5 million of Warehouse segment assets primarily related to a development project with which the Company decided not to move forward, which was recorded under “Land” on the accompanying Consolidated Balance Sheets. The Boston facility was sold for a gain of $ i 20.1 million, which was recorded to “Gain on sale of real estate” in the accompanying Consolidated Statement of Operations, and primarily related to “Buildings and improvements” with lesser amounts related to “Machinery and equipment” and “Land” on the accompanying Consolidated Balance Sheets.

In January 2020, the Company acquired i four facilities, i one of which was leased, in connection with the Nova Cold Acquisition, with total property, buildings and equipment of $ i 171.9 million. Additionally in January 2020, the Company acquired i one facility in connection with the Newport Acquisition, with total property, buildings and equipment of $ i 30.2 million. In August 2020, the Company acquired i two facilities in connection with the AM-C Warehouse Acquisition, with total property, buildings and equipment of $ i 53.2 million. Additionally in August 2020, the Company acquired a single facility in connection with the Caspers Acquisition, with total property, buildings and equipment of $ i 25.2 million. During the third quarter of 2020, the Company purchased i two international facilities that were previously operated under a lease agreement for $ i 8.1 million. During November 2020, the Company acquired i eight facilities in connection with the Hall’s Acquisition, i three of which were leased, with total property, buildings and equipment of $ i 332.7 million. On December 30, 2020, the Company completed the Agro Acquisition, with total property, buildings and equipment of $ i 1.08 billion.

In addition to selling and purchasing facilities, the Company also continued investing in development projects. During the first quarter of 2020, the Company commenced operations in a public facility in Columbus, OH which was acquired as part of the Cloverleaf acquisition, which cost approximately $ i 7.0 million to construct. In addition, the Company commenced operations in a distribution facility in Savannah, GA, which was built on land that was acquired as part of the PortFresh acquisition, and cost approximately $ i 69.5 million to construct.

During the second quarter of 2020, the Company announced its agreement with Ahold Delhaize to build i two fully automated build-to-suit warehouses in Lancaster, PA and Plainville, CT. Through December 31, 2020, the Company had invested $ i 73.3 million and $ i 74.8 million in these projects, respectively. During 2020, the Company commenced construction on its Auckland, New Zealand expansion. Through December 31, 2020, approximately $ i 22.0 million was invested in this project. In addition, during the fourth quarter of 2020, the Company announced i two additional expansion projects in Russellville, Arkansas and Calgary, Canada. Through December 31, 2020, the Company has invested approximately $ i 11.7 million in the Russellville expansion and $ i 1.5 million in the Calgary expansion.

F-18

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

During 2019, the Company began the “Atlanta Major Market Strategy” which includes the partial redevelopment of an existing warehouse facility. The costs incurred for this ongoing project totaled $ i 92.8 million as of December 31, 2020. During the fourth quarter of 2019, the Company completed expansion projects at i two legacy Cloverleaf facilities, Chesapeake, Virginia which totaled $ i 26.2 million and North Little Rock, Arkansas which totaled $ i 19.2 million.

Lease Accounting

Arrangements wherein we are the lessee:

At the inception of a contract, we determine if the contract is or contains a lease. Leases are classified as either financing or operating based upon criteria within ASC 842, Leases, and a right-of-use (ROU) asset and liability are established for leases with an initial term greater than 12 months. Leases with an initial term of 12 months or less, and not expected to renew beyond 12 months, are not recorded on the balance sheet.

ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at commencement date based on the present value of the lease payments over the lease term, as adjusted for prepayments, incentives and initial direct costs. ROU assets are subsequently measured at the value of the remeasured lease liability, adjusted for the remaining balance of the following, as applicable: lease incentives, cumulative prepaid or accrued rent and unamortized initial direct costs. When available, we use the rate implicit in the lease to discount lease payments to present value; however, most of our leases do not provide a readily determinable implicit rate. Therefore, we must estimate our incremental borrowing rate to discount the lease payments based on information available at lease commencement. We generally use our incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. The depreciable lives of assets are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Depreciation expense on assets acquired under financing leases is included in “Depreciation and amortization” on the accompanying Consolidated Statements of Operations. Depreciation expense on assets acquired under operating leases is included within cost of operations for the respective segment the asset pertains to, or within “Selling, general and administrative” for corporate assets on the accompanying Consolidated Statements of Operations. As with other long-lived assets, ROU assets are reviewed for impairment when events or change in circumstances indicate the carrying value may not be recoverable.

Operating leases are included in “Operating lease right-of-use assets”, “Accounts payable and accrued expenses” and “Operating lease obligations” on our Consolidated Balance Sheet. Financing lease assets are included in “Financing leases-net”, “Accounts payable and accrued expenses” and “Financing lease obligations” on our Consolidated Balance Sheet.

F-19

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Arrangements wherein we are the lessor:

Each new lease contract is evaluated for classification as a sales-type lease, direct financing or operating lease. A lease is a sales-type lease if any one of five criteria are met, as outlined in ASC 842 each of which indicate the lease, in effect, transfers control of the underlying asset to the lessee. If none of those five criteria are met, but two additional criteria are both met, indicating we have transferred substantially all the risks and benefits of the underlying asset to the lessee and a third party, the lease is a direct financing lease. All leases that are not sales-type or direct financing leases are operating leases. We do not currently have any sales-type or direct financing leases.

For operating leases wherein we are the lessor, we assess the probability of payments at commencement of the lease contract and subsequently recognize lease income, including variable payments based on an index or rate, over the lease term on a straight-line basis. We continue to measure and disclose the underlying assets subject to operating leases based on our policies for application of ASC 360, Property, Plant and Equipment.

For all asset classes we have elected to not separate the lease and non-lease components which generally relate to taxes and common area maintenance. Additionally, we elected a practical expedient to present all funds collected from lessees for sales and other similar taxes net of the related sales tax expense. Our lease contracts are structured in a manner to reduce risks associated with the residual value of leased assets.

Impairment of Long-Lived Assets

The Company reviews its long-lived assets for impairment when events or changes in circumstances (such as decreases in operating income and declines in occupancy) indicate that the carrying amounts may not be recoverable. A comparison is made of the expected future operating cash flows of the long-lived assets on an undiscounted basis to their carrying amounts.

If the carrying amounts of the long-lived assets exceed the sum of the expected future undiscounted cash flows, an impairment charge is recognized in an amount equal to the excess of the carrying amount over the estimated fair value of the long-lived assets, which the Company calculates based on projections of future cash flows and appraisals with significant unobservable inputs classified as Level 3 of the fair value hierarchy. The Company determined that individual warehouse properties constitute the lowest level of independent cash flows for purposes of considering possible impairment.

For the years ended December 31, 2020, 2019 and 2018, the Company recorded charges of $ i 8.2 million, $ i 13.5 million and $ i 0.7 million, respectively, as “Impairment of long-lived assets” on the accompanying Consolidated Statements of Operations. Reference the paragraph above within the properties discussion for further details on impairment charges for the year ended December 31, 2020.

During the year ended December 31, 2019, the Company recorded impairment charges of $ i 13.5 million, of which $ i 12.6 million was related to Warehouse segment assets, and $ i 0.9 million was related to Transportation segment assets. During the year ended December 31, 2018, the Company recorded an impairment charge of $ i 0.7 million of Warehouse segment assets related to an idle domestic warehouse facility in anticipation of a future sale of the asset, which was subsequently completed during the fourth quarter of 2018.

F-20

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Capitalization of Costs

Project costs that are clearly associated with the development of properties are capitalized as incurred. Project costs include all costs directly associated with the development of a property, including construction costs, interest, and costs of personnel working on the project. Costs that do not clearly relate to the projects under development are not capitalized and are charged to expense as incurred.

Capitalization of costs begins when the activities necessary to get the development project ready for its intended use commence, which include costs incurred before the beginning of construction. Capitalization of costs ceases when the development project is substantially complete and ready for its intended use. Determining when a development project commences and when it is substantially complete and ready for its intended use involves a degree of judgment. We generally consider a development project to be substantially complete and ready for its intended use upon receipt of a certificate of occupancy. If and when development of a property is suspended pursuant to a formal change in the planned use of the property, we will evaluate whether the accumulated costs exceed the estimated value of the project and write off the amount of any such excess accumulated costs. For a development project that is suspended for reasons other than a formal change in the planned use of such property, the accumulated project costs are written off. Capitalized costs are allocated to the specific components of a project that are benefited.

During each of the years ended 2020, 2019 and 2018, we capitalized interest of approximately $ i 4.0 million, $ i 3.3 million, and $ i 3.2 million, respectively. During the years ended 2020, 2019 and 2018, we capitalized amounts relating to compensation and travel expense of associates direct and incremental to development of properties of approximately $ i 0.9 million, $ i 0.5 million, and $ i 0.6 million, respectively.

Business Combinations

For business combinations, the excess of purchase price over the net fair value of assets acquired and liabilities assumed is recorded as goodwill. In an asset acquisition where we have determined that the cost incurred differs from the fair value of the net assets acquired, we assess whether we have appropriately determined the fair value of the assets and liabilities acquired and we also confirm that all identifiable assets have been appropriately identified and recognized. After completing this assessment, we allocate the difference on a relative fair value basis to all assets acquired except for financial assets (as defined in ASC 860, Transfers and Servicing), deferred taxes, and assets defined as “current” (as defined in ASC 210, Balance Sheet).

Whether the acquired business is being accounted for as a business combination or an asset acquisition, the determination of fair values of identifiable assets and liabilities requires estimates and the use of valuation techniques. Significant judgment is involved specifically in determining the estimated fair value of the acquired land and buildings and improvements and intangible assets. For intangible assets, we typically use the excess earnings method. Significant estimates used in valuing intangible assets acquired in a business combination include, but are not limited to, revenue growth rates, customer attrition rates, operating costs and margins, capital expenditures, tax rates, long-term growth rates and discount rates. For land and buildings and improvements, we used a combination of methods including the cost approach to value buildings and improvements and the sales comparison approach to value the underlying land. Significant estimates used in valuing land and buildings and improvements acquired in a business combination include, but are not limited to estimates of indirect costs and entrepreneurial profit, which were added to the replacement cost of the acquired assets in order to estimate their fair value in the market.

F-21

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Asset Acquisitions

The Company acquired Caspers Warehouse in an asset acquisition on August 31, 2020 for $ i 25.6 million. The cost incurred in connection with this asset acquisition was allocated primarily to property, buildings and equipment.

The Company acquired MHW in an asset acquisition on November 19, 2019 for $ i 51.6 million. The cost incurred in connection with this asset acquisition was allocated primarily to property, buildings and equipment. Additionally, the purchase agreement included a call option to purchase land from the holder of the ground lease for $ i 4.1 million, which was exercised in January 2020.

The Company acquired PortFresh in an asset acquisition on February 1, 2019 for $ i 35.9 million. The cost incurred in connection with this asset acquisition was allocated primarily to property, buildings and equipment.

Bridge Loan Commitment Fees

During the fourth quarter of 2020, we incurred costs of $ i 2.4 million related to unused bridge loan commitment fees in connection with the potential funding need to complete the Agro Acquisition which ultimately was not utilized. During the second quarter of 2019, we incurred costs of $ i 2.7 million related to unused bridge loan commitment fees in connection with the potential funding need to complete the Cloverleaf Acquisition which ultimately was not utilized. These costs are classified as a component of interest expense within the caption titled “Bridge loan commitment fees” and are presented within “Other expense” on the accompanying Consolidated Statement of Operations.

i Cash and Cash Equivalents

Cash and cash equivalents consist of cash on hand, demand deposits, and short-term liquid investments purchased with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in value. As of December 31, 2020 and 2019, the Company held $ i 88.6 million and $ i 34.1 million, respectively, of cash and cash equivalents in bank accounts of its foreign subsidiaries.

Restricted Cash

Restricted cash relates to cash on deposit and cash restricted for the payment of certain property repairs or obligations related to warehouse properties collateralized by mortgage notes, cash on deposit for certain workers’ compensation programs and cash collateralization of certain outstanding letters of credit, and payment of costs to administer and service the New Market Tax Credit (“NMTC”) entity. Refer to Note 17 for further details of the New Market Tax Credit.

i Restricted cash balances as of December 31, 2020 and 2019 are as follows:

F-22

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)


	2020		2019
	(In thousands)
2013 mortgage notes’ escrow accounts	$	i 1,157	$	i 877
2013 mortgage notes’ cash managed accounts	i 2,393		i 2,343
Cash on deposit for workers’ compensation program in Australia	i 3,034		i 2,525
New market tax credit reserve accounts	i 584		i 565
Cash on deposit for workers’ compensation program in United States	i 1,390		i —
Agro Europe	i 2,956		i —
Total restricted cash	$	i 11,514	$	i 6,310

Accounts Receivable

Accounts receivable are recorded at the invoiced amount. The Company periodically evaluates the collectability of amounts due from customers and maintains an allowance for doubtful accounts for estimated amounts uncollectable from customers. Management exercises judgment in establishing these allowances and considers the balance outstanding, payment history, and current credit status in developing these estimates. Specific accounts are written off against the allowance when management determines the account is uncollectable.

The following table provides a summary of activity of the allowance for doubtful accounts:

Balance at beginning of year

Charged to expense/against revenue

Amounts written off, net of recoveries

Balance at end of year

Allowance for doubtful accounts:

(In thousands)

Year ended December 31, 2018

i 5,309

i 1,969

( i 1,572)

i 5,706

Year ended December 31, 2019

i 5,706

i 3,608

( i 2,387)

i 6,927

Year ended December 31, 2020

i 6,927

i 7,161

( i 1,802)

i 12,286

/ /

The Company records interest on delinquent billings within “Interest income” in the accompanying Consolidated Statements of Operations, offset by a bad debt provision equal to the amount of interest charged until collected.

Identifiable Intangibles Assets

Identifiable intangibles consist of a trade name and customer relationships.

Indefinite-Lived Asset

The trade name asset, with a carrying amount of $ i i 15.1 / million as of December 31, 2020 and 2019, relates to “Americold” and has an indefinite life; thus, it is not amortized. The Company evaluates the carrying value of its trade name each year as of October 1, and between annual evaluations if events occur or circumstances change that would more likely than not reduce the fair value of the trade name below its carrying amount. There were i i i no / / impairments to the Company’s trade name for the years ended December 31, 2020, 2019 and 2018.

F-23

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Finite-Lived Assets

Customer relationship assets are the Company’s largest finite-lived assets and are amortized over i 18 to i 25 years using a straight-line or accelerated amortization method dependent on the estimated benefits, which reflects the pattern in which economic benefits of intangible assets are expected to be realized by the Company. Customer relationship amortization expense for the years ended December 31, 2020, 2019 and 2018 was $ i 15.3 million, $ i 7.9 million and $ i 0.8 million, respectively. The weighted-average remaining life of the customer relationship assets is i 24.3 years as of December 31, 2020. The Company reviews these intangible assets for impairment when circumstances indicate the carrying amount may not be recoverable. There were i i i no / / impairments to customer relationship assets for the years ended December 31, 2020, 2019 and 2018.

Leasehold Interests - Below Market Leases, Above Market Leases and In-place Lease

In reference to certain temperature-controlled warehouses where the Company is the lessee in an acquired business, below-market and above-market leases are amortized on a straight-line basis over the remaining lease terms in a manner that adjusts lease expense to the market rate in effect as of the acquisition date. In reference to certain temperature-controlled warehouses where the Company has a tenant lease assigned through an acquisition, the resulting intangible asset is amortized over the remaining term of the tenant lease and recorded to amortization expense. There were i i i no / / impairments to leasehold interests for the years ended December 31, 2020, 2019 or 2018.

Deferred Financing Costs

Direct financing costs are deferred and amortized over the terms of the related agreements as a component of “Interest expense” in the accompanying Consolidated Statements of Operations. The Company amortizes such costs based on the effective interest rate or on a straight-line basis. The Company uses the latter approach when the periodic amortization approximates the amounts calculated under the effective-interest rate method. Deferred financing costs related to revolving line of credits are classified as other assets, whereas deferred financing costs related to debt are offset against the related principal balance, as applicable in the accompanying Consolidated Balance Sheets.

F-24

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Goodwill

The Company evaluates the carrying value of goodwill each year as of October 1 and between annual evaluations if events occur or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. When evaluating whether goodwill is impaired, the Company compares the fair value of its reporting units to its carrying amounts, including goodwill. The Company estimates the fair value of its reporting units based upon a combination of the net present value of future cash flows and a market-based approach. Future cash flows are estimated based upon certain economic assumptions. The estimates of future cash flows are subject, but not limited to the following significant assumptions: revenue growth rates, operating costs and margins, capital expenditures, tax rates, long-term growth rates and discount rates, which are affected by expectations about future market and economic conditions. The assumptions are based on risk-adjusted growth rates and discount factors accommodating multiple viewpoints that consider the full range of variability contemplated in the current and potential future economic situations. The market-based multiples approach assesses the financial performance and market values of other market-participant companies. If the estimated fair value of each of the reporting units exceeds the corresponding carrying value, no impairment of goodwill exists. If a reporting unit’s carrying amount exceeds its fair value, an impairment charge would be recorded for the difference in the fair value and carrying value. If the reporting unit carrying value exceeds the reporting unit fair value an impairment charge is recorded for the difference between fair value and carrying value, limited to the amount of goodwill in the reporting unit. There were i i i no / / goodwill impairment charges for the years ended December 31, 2020, 2019 and 2018.

Revenue Recognition

Revenues for the Company include rent, storage and warehouse services (collectively, Warehouse Revenue), third-party managed services for locations or logistics services managed on behalf of customers (Third-Party Managed Revenue), transportation services (Transportation Revenue), and revenue from the sale of quarry products (Other Revenue). The Company made an accounting policy election to exclude from the measurement of the transaction price all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected by the entity from a customer (e.g., sales, use, value added, some excise taxes).

Warehouse Revenue

The Company’s customer arrangements generally include rent, storage and service elements that are priced separately. Revenues from storage and handling are recognized over the period consistent with the transfer of the service to the customer. Multiple contracts with a single counterparty are accounted for as separate arrangements.

Third-Party Managed Revenue

The Company provides management services for which the contract compensation arrangement includes: reimbursement of operating costs, management fees, and contingent performance-based fees (Managed Services). Managed Services fixed fees are recognized as revenue as the management services are performed ratably over the service period. Managed Services performance-based fees are recognized ratably over the service period based on the likelihood of achieving performance targets.

Cost reimbursements related to Managed Services arrangements are recognized as revenue as the services are performed and costs are incurred. Managed Services fees and related cost reimbursements are presented on a

F-25

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

gross basis as the Company is the principal in the arrangement. Multiple contracts with a single counterparty are accounted for as separate arrangements.

Transportation Revenue

The Company records transportation revenue and expenses upon delivery of the product. Since the Company is the principal in the arrangement of transportation services for its customers, revenues and expenses are presented on a gross basis.

Other Revenue

Other revenue primarily includes the sale of limestone produced by the Company’s quarry business. Revenues from the sale of limestone are recognized upon delivery to customers. We do not view the operation of the quarry as an integral part of our business, and as a result this business segment was subsequently sold on July 1, 2020.

Contracts with Multiple Service Lines

When considering contracts containing more than one service to a customer, a contract’s transaction price is pre-defined or allocated to each distinct performance obligation and recognized as revenue when, or as the performance obligation is satisfied, either over time as work progresses, or at a point in time. For contracts with multiple service lines or distinct performance obligations, the Company evaluates and allocates the contract’s transaction price to each performance obligation using our best estimate of the standalone selling price of each distinct good or service in the contract. The primary method used to estimate standalone selling price is the expected cost plus a margin approach, under which the Company forecasts expected costs of satisfying a performance obligation and then adds an appropriate margin for that distinct good or service.

Income Taxes

The Company operates in a manner intended to enable it to continue to qualify as a REIT under Sections 856-860 of the Code. Under those sections, a REIT that distributes at least 100% of its REIT taxable income, as defined in the Code, as a dividend to its shareholders each year and that meets certain other conditions will not be taxed on that portion of its taxable income that is distributed to its shareholders for U.S. federal income tax purposes. Through cash dividends, the Company, for tax purposes, has distributed an amount equal to or greater than its REIT taxable income for the years ended December 31, 2020, 2019 and 2018. For all periods presented, the Company has met all the requirements to qualify as a REIT. Thus, no provision for federal income taxes was made for the years ended December 31, 2020, 2019 and 2018, except as needed for the Company’s U.S. Taxable REIT Subsidiaries (TRSs), and for the Company’s foreign entities. To qualify as a REIT, an entity cannot have at the end of any taxable year any undistributed earnings and profits that are attributable to a non-REIT taxable year (undistributed E&P). The Company believes that it has no undistributed E&P as of December 31, 2020. However, to the extent there is a determination (within the meaning of Section 852(e)(1)) of the Code that the Company has undistributed earnings and profits (as determined for U.S. federal income tax purposes) accumulated (or acquired from another entity) from any taxable year in which the Company (or any other entity that converts to a Qualified REIT Subsidiary (QRS) that was acquired during the year) was not a REIT or a QRS, the Company will take all necessary steps to permit the Company to avoid the loss of its REIT status, including, but not limited to: 1) within the 90-day period beginning on the date of the determination, making one or more qualified designated distributions (within the meaning of the Section 852(e)(2)) of the Code in an amount not less than such undistributed earnings and profits over the interest payable under section 852(e)(3) of the Code; and 2) timely paying to the IRS the interest payable under Section 852(e)(3) of the Code resulting from such a determination.

F-26

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

If the Company fails to qualify as a REIT in any taxable year, it will be subject to U.S. federal income taxes at regular corporate rates and may not be able to qualify as a REIT for the four subsequent taxable years. Even as a REIT, it may be subject to certain state and local income and franchise taxes, and to U.S. federal income and excise taxes on undistributed taxable income and on certain built-in gains.

The Company has elected TRS status for certain wholly-owned subsidiaries. This allows the Company to provide services at those consolidated subsidiaries that would otherwise be considered impermissible for REITs. Many of the foreign countries in which we have operations do not recognize REITs or do not accord REIT status under their respective tax laws to our entities that operate in their jurisdiction. Accordingly, the Company recognizes income tax expense for the U.S. federal and state income taxes incurred by the TRSs, taxes incurred in certain U.S. states and foreign jurisdictions, and interest and penalties associated with unrecognized tax benefit liabilities, as applicable.

Taxable REIT Subsidiary

The Company has elected to treat certain of its wholly owned subsidiaries as TRSs. A TRS is subject to U.S. federal and state income taxes at regular corporate tax rates. Thus, income taxes for the Company’s TRSs are accounted for using the asset and liability method, under which deferred income taxes are recognized for (i) temporary differences between the financial reporting and tax bases of assets and liabilities and (ii) operating loss and tax credit carryforwards based on enacted tax rates expected to be in effect when such amounts are realized or settled.

The Company records a valuation allowance for deferred tax assets when it estimates that it is more likely than not that future taxable income will be insufficient to fully use a deduction or credit in a specific jurisdiction. In assessing the need for the recognition of a valuation allowance for deferred tax assets, we consider whether it is more likely than not that some portion, or all, of the deferred tax assets will not be realized and adjust the valuation allowance accordingly. We evaluate all significant available positive and negative evidence as part of our analysis. Negative evidence includes the existence of losses in recent years. Positive evidence includes the forecast of future taxable income by jurisdiction, tax-planning strategies that would result in the realization of deferred tax assets, reversal of existing deferred tax liabilities, and the presence of taxable income in prior carryback years. The underlying assumptions we use in forecasting future taxable income require significant judgment and take into account our recent performance. The ultimate realization of deferred tax assets depends on the generation of future taxable income during the periods in which temporary differences are deductible or creditable.

The Company accrues liabilities when it believes that it is more likely than not that it will not realize the benefits of tax positions that it has taken in its tax returns or for the amount of any tax benefit that exceeds the cumulative probability threshold in accordance with ASC 740-10, Uncertain Tax Positions. The Company recognizes interest and penalties related to unrecognized tax benefits within “Income tax (expense) benefit” in the accompanying Consolidated Statements of Operations.

The unremitted earnings of certain foreign subsidiaries are considered to be indefinitely reinvested, except for Canada and Hong Kong. The Company changed its assertion for its Canadian subsidiaries in 2018 to begin repatriating its unremitted earnings to the U.S. starting in 2018. The Company was no longer permanently reinvested as of 2019 with regards to its investment in Hong Kong. The Company has elected to be indefinitely reinvested with regard to basis only in the investment of the foreign subsidiaries in the Agro acquisition. If our plans change in the future or if we elect to repatriate the unremitted earnings of our foreign subsidiaries, we would be subject to additional income taxes which could result in a higher effective tax rate. The Company has provided

F-27

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

for Canadian withholding taxes on unremitted earnings for which no indefinite assertion has been made. With respect to the foreign subsidiaries owned directly or indirectly by the REIT or Operating Partnership, any unremitted earnings would not be subject to additional U.S. income tax because the REIT would distribute 100% of such earnings or would receive a participation exemption.

i Pension and Post-Retirement Benefits

The Company has defined benefit pension plans that cover certain union and nonunion associates. The Company also participates in multi-employer union defined benefit pension plans under collective bargaining agreements for certain union associates. The Company also has a post-retirement benefit plan to provide life insurance coverage to eligible retired associates. The Company also offers defined contribution plans to all of its eligible associates. Contributions to multi-employer union defined benefit pension plans are expensed as incurred, as are the Company’s contributions to the defined contribution plans. For the defined benefit pension plans and the post-retirement benefit plan, an asset or a liability is recorded in the consolidated balance sheet equal to the funded status of the plan, which represents the difference between the fair value of the plan assets and the projected benefit obligation at the consolidated balance sheet date. The Company utilizes the services of a third-party actuary to assist in the assessment of the fair value of the plan assets and the projected benefit obligation at each measurement date. Certain changes in the value of plan assets and the projected benefit obligation are not recognized immediately in earnings but instead are deferred as a component of accumulated other comprehensive income (loss) and amortized to earnings in future periods.

Foreign Currency Gains and Losses

The local currency is the functional currency for the Company’s operations in Australia, Canada, Chile, Europe and New Zealand. For these operations, assets and liabilities are translated at the rates of exchange on the consolidated balance sheet date, while income and expense items are translated at average rates of exchange during the period. The resulting gains or losses arising from the translation of accounts from the functional currency into U.S. dollars are included as a separate component of equity in accumulated other comprehensive income (loss) until a partial or complete liquidation of the Company’s net investment in the foreign operation.

From time to time, the Company’s foreign operations may enter into transactions that are denominated in a currency other than their functional currency. These transactions are initially recorded in the functional currency of the subsidiary based on the applicable exchange rate in effect on the date of the transaction. On a monthly basis, these transactions are remeasured to an equivalent amount of the functional currency based on the applicable exchange rate in effect on the remeasurement date. Any adjustment required to remeasure a transaction to the equivalent amount of functional currency is recorded in “Foreign currency exchange gain (loss), net” in the accompanying Consolidated Statements of Operations.

During the fourth quarter of 2018, the Company entered into i two intercompany loan agreements, whereby the Australia and New Zealand entities borrowed from the U.S. entity. These intercompany loan agreements were denominated in the functional currency of the respective entities. The intercompany loan receivable balances as of December 31, 2020 are AUD $ i 153.5 million and NZD $ i 37.5 million, and are remeasured at the end of each month to the United States Dollar (USD) with any required adjustment recorded in “Foreign currency exchange (loss) gain, net” in the accompanying Consolidated Statements of Operations. Foreign currency transaction gains and losses on the remeasurement of short-term intercompany loans denominated in currencies other than a subsidiary’s functional currency are recognized as a component of foreign currency gain or loss, except to the extent that the transaction is effectively hedged. For loans that are effectively hedged, the transaction gains and losses on remeasurement are recorded to “Accumulated other comprehensive income (loss)”. Foreign currency

F-28

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

transaction gains and losses resulting from the remeasurement of long-term intercompany loans denominated in currencies other than a subsidiary’s functional currency are recognized as a component of “Accumulated other comprehensive income (loss)” if a repayment of these loans is not anticipated.

Recently Adopted Accounting Standards

Fair Value Measurement - Disclosure Framework

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement. This ASU modifies the disclosure requirements on fair value measurements. The ASU removes the requirement to disclose: the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy; the policy for timing of transfers between levels; and the valuation processes for Level 3 fair value measurements. The ASU requires disclosure of changes in unrealized gains and losses for the period included in other comprehensive income (loss) for recurring Level 3 fair value measurements held at the end of the reporting period and the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. For public business entities, this guidance is effective for fiscal years beginning after December 15, 2019 with early adoption permitted. The Company adopted this standard effective January 1, 2020 on a prospective basis, and it did not have a material impact on its consolidated financial statements.

Credit Losses

Effective January 1, 2020, we adopted ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (also referred to as current expected credit losses, or “CECL”), using the modified retrospective transition method. This ASU amends the impairment model to utilize an expected loss methodology in place of the incurred loss methodology for financial instruments, including trade receivables, and off-balance sheet credit exposures. The amendment requires entities to consider a broader range of information to estimated expected credit losses, which may result in earlier recognition of losses. Upon adoption of the new standard, the Company recorded a non-cash cumulative effect adjustment to the opening accumulated deficit and distributions in excess of net earnings of $ i 0.5 million as of January 1, 2020.

As of December 31, 2020, we had $ i 975.5 million of assets in the scope of the credit loss standard. These assets consist primarily of cash equivalents measured at amortized cost and trade and other receivables. Counterparties associated with these assets are generally highly rated. The substantial majority of the allowance recorded on the aforementioned in-scope assets relates to our trade receivables and totaled $ i 12.3 million as of December 31, 2020.

Financial Instruments

In March 2020, FASB issued ASU 2020-03, Codification Improvements to Financial Instruments. This ASU improves and clarifies various financial instruments topics, including the current expected credit losses standard issued in 2016. The ASU includes seven different issues that describe the areas of improvement and the related amendments to GAAP, intended to make the standards easier to understand and apply by eliminating inconsistencies and providing clarifications. The amendments have different effective dates. The Company adopted this standard effective January 1, 2020, and it did not have a material impact on its consolidated financial statements.

F-29

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Future Adoption of Accounting Standards

Defined Benefit Plans

In August 2018, the FASB issued ASU 2018-14, Compensation – Retirement Benefits – Defined Benefit Plans – General (Subtopic 715-20): Disclosure Framework – Changes to the Disclosure Requirements for Defined Benefit Plans. This update amends ASC 715 to remove disclosures that are no longer considered cost beneficial, clarifies the specific requirements of disclosures, and adds disclosure requirements identified as relevant to defined benefit pension and other postretirement plans. The ASU’s changes related to disclosures are part of the FASB’s disclosure framework project. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. Early adoption is permitted for all entities and the amendments in this update are required to be applied on a retrospective basis to all periods presented. The Company does not expect the provisions of ASU 2018-14 will have a material impact on its consolidated financial statements.

Simplifying the Accounting for Income Taxes

In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes (Topic 740). This ASU is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. ASU 2019-12 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, however, early adoption is permitted for all entities. The Company continues to assess the impact of adopting this standard and does not believe the adoption of ASU 2019-12 will have a material effect on its consolidated financial statements.

Reference Rate Reform

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848). This ASU contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the first quarter of 2020, the Company has elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur.

Investments - equity securities; Investments—Equity Method and Joint Ventures; Derivatives and Hedging

In January 2020, the FASB issued ASU 2020-01, Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815). The amendments in this ASU clarify the interaction between the accounting for investments in equity securities, equity method investments and certain derivatives instruments. The ASU is expected to reduce diversity in practice and increase comparability of the accounting for these interactions. This ASU is effective for fiscal years beginning after December 15, 2020. The adoption of this ASU is not expected to have any impact on the Company's consolidated financial statements.

F-30

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Other
Post-Retirement Benefits

Superannuation

Total

Change in benefit obligation:

(In thousands)

Benefit obligation – January 1, 2020

( i 45,215)

( i 35,036)

( i 611)

( i 1,152)

( i 82,014)

Service cost

i —

( i 66)

Interest cost

( i 1,261)

( i 1,117)

( i 14)

( i 28)

( i 2,420)

Actuarial loss

( i 3,657)

( i 3,147)

( i 27)

( i 72)

( i 6,903)

Benefits paid

i 1,358

i 1,073

i 5

i 23

i 2,459

Plan participants’ contributions

i —

( i 19)

Foreign currency translation loss

i —

( i 109)

Effect of settlement

i 1,266

i —

i 1,266

Benefit obligation – end of year

( i 47,509)

( i 38,227)

( i 647)

( i 1,423)

( i 87,806)

Change in plan assets:

Fair value of plan assets – January 1, 2020

i 40,111

i 27,841

i —

i 1,356

i 69,308

Actual return on plan assets

i 5,903

i 4,034

i —

i 44

i 9,981

Employer contributions

i 1,640

i 1,259

i 5

i 45

i 2,949

Benefits paid

( i 1,358)

( i 1,073)

( i 5)

( i 23)

( i 2,459)

Effect of settlement

( i 1,266)

i —

( i 1,266)

Plan participants’ contributions

i —

i 19

Foreign currency translation gain

i —

i 129

Fair value of plan assets – end of year

i 45,030

i 32,061

i —

i 1,570

i 78,661

Funded status

( i 2,479)

( i 6,166)

( i 647)

i 147

( i 9,145)

Amounts recognized on the consolidated balance sheet as of December 31, 2020:

Pension and post-retirement liability

( i 2,479)

( i 6,166)

( i 647)

i 147

( i 9,145)

Accumulated other comprehensive loss (income)

i 5,021

i 4,473

i 6

i 86

i 9,586

Amounts in accumulated other comprehensive loss consist of:

Net loss

i 5,021

i 4,473

i 6

i 86

i 9,586

Prior service cost

i —

i 53

Other changes in plan assets and benefit obligations recognized in other comprehensive (income) loss:

Net (gain) loss

( i 244)

i 578

( i 94)

i 102

i 342

Amortization of net gain

( i 1,017)

( i 607)

i —

( i 1,624)

Amortization of prior service cost

i —

( i 31)

Amount recognized due to special event

( i 134)

i —

( i 134)

Foreign currency translation loss

i —

i 14

Total recognized in other comprehensive (income) loss

( i 1,395)

( i 29)

( i 94)

i 85

( i 1,433)

Information for plans with accumulated benefit obligation in excess of plan assets:

Projected benefit obligation

i 47,509

i 38,227

i 647

i 1,423

i 87,806

Accumulated benefit obligation

i 47,508

i 38,227

i 647

i 1,297

i 87,679

Fair value of plan assets

i 45,030

i 32,061

i —

i 1,570

i 78,661

F-80

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

2019

Retirement
Income Plan

National
Service-Related Pension Plan

Other
Post-Retirement Benefits

Superannuation

Total

Change in benefit obligation:

(In thousands)

Benefit obligation – January 1, 2019

( i 43,364)

( i 30,627)

( i 678)

( i 1,385)

( i 76,054)

Service cost

i —

( i 78)

Interest cost

( i 1,590)

( i 1,245)

( i 23)

( i 49)

( i 2,907)

Actuarial loss

( i 3,251)

( i 4,167)

( i 62)

( i 77)

( i 7,557)

Benefits paid

i 2,990

i 1,003

i —

i 447

i 4,440

Plan participants’ contributions

i —

( i 12)

Foreign currency translation gain

i —

i 2

Effect of settlement

i —

i 152

i —

i 152

Benefit obligation – end of year

( i 45,215)

( i 35,036)

( i 611)

( i 1,152)

( i 82,014)

Change in plan assets:

Fair value of plan assets – January 1, 2019

i 34,958

i 23,277

i —

i 1,502

i 59,737

Actual return on plan assets

i 6,804

i 4,556

i —

i 237

i 11,597

Employer contributions

i 1,339

i 1,011

i 152

i 58

i 2,560

Benefits paid

( i 2,990)

( i 1,003)

i —

( i 447)

( i 4,440)

Effect of settlement

i —

( i 152)

i —

( i 152)

Plan participants’ contributions

i —

i 12

Foreign currency translation loss

i —

( i 6)

Fair value of plan assets – end of year

i 40,111

i 27,841

i —

i 1,356

i 69,308

Funded status

( i 5,104)

( i 7,195)

( i 611)

i 204

( i 12,706)

Amounts recognized on the consolidated balance sheet as of December 31, 2019:

Pension and post-retirement liability

( i 5,104)

( i 7,195)

( i 611)

i 204

( i 12,706)

Accumulated other comprehensive loss (income)

i 6,417

i 4,501

( i 21)

i 62

i 10,959

Amounts in accumulated other comprehensive loss consist of:

Net loss (gain)

i 6,417

i 4,501

( i 21)

( i 15)

i 10,882

Prior service cost

i —

i 77

Other changes in plan assets and benefit obligations recognized in other comprehensive income (loss):

Net (gain) loss

( i 1,793)

i 788

( i 94)

( i 78)

( i 1,177)

Amortization of net (loss) gain

( i 1,509)

( i 564)

i 4

i —

( i 2,069)

Amortization of prior service cost

i —

( i 28)

Amount recognized due to special event

i —

i 5

i 10

Foreign currency translation gain

i —

( i 5)

Total recognized in other comprehensive loss (income)

( i 3,302)

i 224

( i 85)

( i 106)

( i 3,269)

Information for plans with accumulated benefit obligation in excess of plan assets:

Projected benefit obligation

i 45,215

i 35,036

i 611

i 1,152

i 82,014

Accumulated benefit obligation

i 45,215

i 35,036

i 611

i 1,038

i 81,900

Fair value of plan assets

i 40,111

i 27,841

i —

i 1,356

i 69,308

i The components of net period benefit cost for the years ended December 31, 2020, 2019 and 2018 are as follows:

F-81

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Retirement Income Plan

National Service-Related Pension Plan

Other
Post-Retirement Benefits

Superannuation

Total

Components of net periodic benefit cost:

(In thousands)

Service cost

i —

i 59

Interest cost

i 1,261

i 1,117

i 14

i 25

i 2,417

Expected return on plan assets

( i 2,002)

( i 1,465)

i —

( i 66)

( i 3,533)

Amortization of net loss

i 1,017

i 607

i —

i 1,624

Amortization of prior service cost

i —

i 27

Effect of settlement

i 134

i —

i 134

Net pension benefit cost

i 410

i 259

i 14

i 45

i 728

Retirement Income Plan

National Service-Related Pension Plan

Other
Post-Retirement Benefits

Superannuation

Total

Components of net periodic benefit cost:

(In thousands)

Service cost

i —

i 78

Interest cost

i 1,590

i 1,245

i 23

i 49

i 2,907

Expected return on plan assets

( i 1,760)

( i 1,176)

i —

( i 74)

( i 3,010)

Amortization of net loss (gain)

i 1,509

i 564

( i 4)

i —

i 2,069

Amortization of prior service cost

i —

i 28

Effect of settlement

i —

( i 5)

( i 10)

Net pension benefit cost

i 1,339

i 633

i 14

i 76

i 2,062

December 31, 2018

Retirement Income Plan

National Service-Related Pension Plan

Other
Post-Retirement Benefits

Superannuation

Total

Components of net periodic benefit cost:

(In thousands)

Service cost

i 31

i 78

i —

i 137

i 246

Interest cost

i 1,418

i 1,199

i 20

i 104

i 2,741

Expected return on plan assets

( i 2,047)

( i 1,369)

i —

( i 172)

( i 3,588)

Amortization of net loss

i 1,244

i 715

i —

i 1,959

Amortization of prior service cost

i —

i 30

Effect of settlement

i —

i 68

Net pension benefit cost

i 646

i 623

i 20

i 167

i 1,456

F-82

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

The service cost component of defined benefit pension cost and postretirement benefit cost are presented in “Selling, general and administrative” and all other components of net period benefit cost are presented in “Other (expense) income, net” on the Consolidated Statements of Operations.

The Company recognizes all changes in the fair value of plan assets and net actuarial gains or losses at December 31 each year. Prior service costs and gains/losses are amortized based on a straight-line method over the average future service of members that are expected to receive benefits.

All actuarial gains/losses are exposed to amortization over an average future service period of i 5.8 years for the Retirement Income Plan, i 6.9 years for the National Service-Related Pension Plan, i 4.7 years for Other Post-Retirement Benefits, and i 5.1 years for Superannuation as of December 31, 2020.

The weighted average assumptions used to determine benefit obligations and net period benefit costs for the years ended December 31, 2020, 2019 and 2018 are as follows:

Retirement Income
Plan

National Service-Related Pension
Plan

Other
Post-Retirement Benefits

Superan-
nuation

Weighted-average assumptions used to determine obligations (balance sheet):

Discount rate

i 2.10%

i 2.49%

i 1.41%

i 1.50%

Rate of compensation increase

N/A

i 3.25%

Weighted-average assumptions used to determine net periodic benefit cost (statement of operations):

Discount rate

i 3.00%

i 3.25%

i 2.55%

i 2.30%

Expected return on plan assets

i 6.50%

N/A

i 5.00%

Rate of compensation increase

N/A

i 3.25%

Retirement Income
Plan

National Service-Related Pension
Plan

Other
Post-Retirement Benefits

Superan-
nuation

Weighted-average assumptions used to determine obligations (balance sheet):

Discount rate

i 3.00%

i 3.25%

i 2.55%

i 2.30%

Rate of compensation increase

N/A

i 3.25%

Weighted-average assumptions used to determine net periodic benefit cost (statement of operations):

Discount rate

i 3.95%

i 4.15%

i 3.70%

Expected return on plan assets

i 6.50%

N/A

i 5.00%

Rate of compensation increase

i 3.50%

N/A

i 3.25%

F-83

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

December 31, 2018

Retirement Income
Plan

National Service-Related Pension
Plan

Other
Post-Retirement Benefits

Superan-
nuation

Weighted-average assumptions used to determine obligations (balance sheet):

Discount rate

i 3.95%

i 4.15%

i 3.70%

Rate of compensation increase

i 3.50%

N/A

i 3.25%

Weighted-average assumptions used to determine net periodic benefit cost (statement of operations):

Discount rate

i 3.35%

i 3.65%

i 3.10%

i 3.70%

Expected return on plan assets

i 7.00%

N/A

i 6.00%

Rate of compensation increase

i 3.50%

N/A

i 4.00%

The estimated net loss for the defined benefit plans in the U.S. that will be amortized from accumulated other comprehensive loss into net periodic benefit cost during 2021 is $ i 1.5 million. There is no estimated prior service cost associated with this plan to be amortized from accumulated other comprehensive income during 2021.

There is i no estimated net gain for the Offshore Plan that will be amortized from accumulated other comprehensive income into net periodic benefit cost during 2021. The estimated prior service cost associated with this plan to be amortized from accumulated other comprehensive income during 2021 is nominal.

The Company determines the expected return on plan assets based on their market value as of December 31 of each year, as adjusted for a) expected employer contributions, b) expected benefit distributions, and c) estimated administrative expenses.

Plan Assets

The Company’s overall investment strategy is to achieve a mix of investments for long-term growth and near-term benefit payments. The Company invests in both U.S. and non-U.S. equity securities, fixed-income securities, and real estate.

The allocations of the U.S. Plans’ and the Offshore Plan’s investments by fair value as of December 31, 2020 and 2019 are as follows:

U.S. Plans

Offshore Plan

Actual

Target Allocation

Actual

Target Allocation

2020

2019

2020

2019

U.S. equities

i 37%

i 35%

i 25%– i 55%

i 18%

i 20%

i 19%

Non-U.S. equities

i 27%

i 25%

i 15%– i 45%

i 39%

i 42%

i 39%

Fixed-income securities

i 32%

i 35%

i 15%– i 40%

i 9%

i 8%

i 15%

Real estate

i 4%

i 5%

i 0– i 5%

i 10%

i 8%

Cash and other

i —%

i 24%

i 22%

i 19%

To develop the assumption for the long-term rate of return on assets, the Company considered the historical returns and the future expectations for returns for each asset class, as well as the target asset allocation of the U.S. Plans’ and Offshore Plan’s assets and the effect of periodic rebalancing, consistent with the Company’s

F-84

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

investment strategies. For 2021, the Company expects to receive a long-term rate of return of i 6.0% for the U.S. Plans and i 5.0% for the Offshore Plan. All plans are invested to maximize the return on assets while minimizing risk by diversifying across a broad range of asset classes.

The fair values of the Company’s pension plan assets as of December 31, 2020, by category, are as follow:

Quoted Prices in Active Markets for Identical Assets
(Level 1)

Significant Observable Inputs
(Level 2)

Significant Unobservable Inputs
(Level 3)

Balance as of December 31, 2020

Assets

(In thousands)

U.S. equities:

Large cap(1)

i —

i 20,960

i —

i 20,960

Medium cap(1)

i —

i 4,024

i —

i 4,024

Small cap(1)

i 1,365

i 1,936

i —

i 3,301

Non-U.S. equities:

Large cap(2)

i 16,183

i —

i 16,183

Emerging markets(3)

i 4,759

i —

i 4,759

Fixed-income securities:

Money markets(4)

i —

i 2,163

i —

i 2,163

U.S. bonds(5)

i 11,067

i 3,581

i —

i 14,648

Non-U.S. bonds(5)

i 7,635

i —

i 7,635

Real estate(6)

i —

i 3,417

i —

i 3,417

Common/collective trusts

i —

i 1,571

i —

i 1,571

Total assets

i 41,009

i 37,652

i —

i 78,661

F-85

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

The fair values of the Company’s pension plan assets as of December 31, 2019, by category, are as follows:

Quoted Prices in Active Markets for Identical Assets
(Level 1)

Significant Observable Inputs
(Level 2)

Significant Unobservable Inputs
(Level 3)

Balance as of December 31, 2019

Assets

(In thousands)

U.S. equities:

Large cap(1)

i —

i 17,698

i —

i 17,698

Medium cap(1)

i —

i 3,404

i —

i 3,404

Small cap(1)

i 1,360

i —

i 2,720

Non-U.S. equities:

Large cap(2)

i 12,919

i —

i 12,919

Emerging markets(3)

i 4,060

i —

i 4,060

Fixed-income securities:

Money markets(4)

i —

i 3,381

i —

i 3,381

U.S. bonds(5)

i 10,172

i 3,397

i —

i 13,569

Non-U.S. bonds(5)

i 6,806

i —

i 6,806

Real estate(6)

i —

i 3,395

i —

i 3,395

Common/collective trusts

i —

i 1,356

i —

i 1,356

Total assets

i 35,317

i 33,991

i —

i 69,308

(1)Includes funds that primarily invest in U.S. common stock.

(2)Includes funds that invest primarily in foreign equity and equity-related securities.

(3)Includes funds that invest primarily in equity securities of companies in emerging market countries.

(4)Includes funds that invest primarily in short-term securities, such as commercial paper.

(5)Includes funds either publicly traded (Level 1) or within a separate account (Level 2) held by a regulated investment company. These funds hold primarily debt and fixed-income securities.

(6)Includes funds in a separate account held by a regulated investment company that invest primarily in commercial real estate and includes mortgage loans which are backed by the associated properties. The Company can call the investment in these assets with no restrictions.

The U.S. Plans’ assets are in commingled funds that are valued using net asset values. The net asset values are based on the value of the underlying assets owned by the fund, minus its liabilities, and then divided by the number of shares outstanding. The pension assets are classified as Level 1 when the net asset values are based on a quoted price in an active market. The U.S. Plans’ assets are classified as Level 2 when the net asset value is based on a quoted price on a private market that is not active and the underlying investments are traded on an active market.

The Offshore Plans are common/collective trusts and commingled trusts investments, which invest in other collective trust funds otherwise known as the underlying funds. The Company’s interests in the commingled trust funds are based on the fair values of the investments of the underlying funds and therefore are classified as Level 2.

As of December 31, 2020 and 2019, the Company does not have any investments classified as Level 3.

F-86

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Cash Flow

The Company expects to contribute to all plans an aggregate of $ i 2.5 million in 2021.

Estimated Future Benefit Payments

The following benefit payments, which reflect expected future services, as appropriate, are expected to be paid for all plans as of December 31, 2020:


Years Ending December 31:	(In thousands)
2021	$	i 6,357
2022	i 5,688
2023	i 5,286
2024	i 5,286
2025	i 5,028
Thereafter	i 23,244
	$	i 50,889

Multi-Employer Plans

The Company contributes to a number of multi-employer benefit plans under the terms of collective bargaining agreements that cover union-represented associates. These plans generally provide for retirement, death, and/or termination benefits for eligible associates within the applicable collective bargaining units, based on specific eligibility/participation requirements, vesting periods, and benefit formulas. The risks of participating in these multi-employer plans are different from single-employer plans in the following aspects:

•Assets contributed to the multi-employer plan by one employer may be used to provide benefits to associates of other current or former participating employers.

• If a participating employer stops contributing to the multi-employer plan without paying its unfunded liability, the unfunded obligations of the plan may be borne by the remaining participating employers.

• If the Company chooses to cease participation in a multi-employer plan, such full withdrawal is subject to the payment of any unfunded liability applicable to the Company, referred to as a withdrawal liability. Additionally, such withdrawal is subject to collective bargaining.

The table below outlines the Company’s participation in multi-employer pension plans for the periods ended December 31, 2020, 2019 and 2018, and sets forth the contributions into each plan. The “EIN/Pension Plan Number” column provides the Employer Identification Number (EIN) and the three-digit plan number. The most recent Pension Protection Act zone status available in 2018 and 2019 relates to the plans’ two most recent fiscal year-ends. The zone status is based on information that we received from the plans’ administrators and is certified by each plan’s actuary. Among other factors, plans certified in the red zone are generally less than 65% funded, plans certified in the orange zone are (i) less than 80% funded and (ii) have an accumulated funding deficiency or are expected to have a deficiency in any of the next six plan years, plans certified in the yellow zone are less than 80% funded, and plans certified in the green zone are at least 80% funded. The “FIP/RP Status Pending/Implemented” column indicates whether a financial improvement plan (FIP) for yellow/orange zone plans, or a rehabilitation plan (RP) for red zone plans, is either pending or has been implemented. As of December 31, 2020,

F-87

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

all plans that have either a FIP or RP requirement have had the respective FIP or RP implemented (see table below).

The Company’s collective-bargained contributions satisfy the requirements of all implemented FIPs and RPs and do not currently require the payment of any surcharges. In addition, minimum contributions outside the agreed-upon contractual rate are not required. For the plans detailed in the following table, the expiration dates of the associated collective bargaining agreements range from February 13, 2019 to June 30, 2026. For all the plans detailed in the following table, the Company has not contributed more than 5% of the total plan contribution for 2020, 2019 and 2018.

The Company contributes to multi-employer plans that cover approximately i 46% of union associates. The amounts charged to expense within the Consolidated Statements of Operations for the years ended December 31, 2020, 2019 and 2018 were $ i 18.1 million, $ i 18.0 million and $ i 17.4 million, respectively. Projected minimum contributions required for the upcoming fiscal year are approximately $ i 18.3 million.

During the third quarter of 2017, the Company recorded a charge of $ i 9.2 million representing the present value of a liability associated with its withdrawal obligation under the New England Teamsters & Trucking Industry Multi-Employer Pension Fund (the Fund) for hourly, unionized associates at four of its domestic warehouse facilities. The Fund is significantly underfunded in accordance with Employee Retirement Income Security Act of 1974 (ERISA) funding standards and, therefore, ERISA required the Fund to develop a Rehabilitation Plan. The Fund Trustees chose to create a new fund that minimizes the pension withdrawal liability. As a result, current employers participating in the Fund were given the opportunity to exit the Fund and convert to a new fund. The Company’s portion of the unfunded liability (undiscounted), estimated at $ i 13.7 million, will be repaid in equal monthly installments of approximately $ i 0.04 million over i 30 years, interest free. The Company recognized an expense and related liability equal to the present value of the withdrawal liability upon exiting the Fund, and amortizes the difference between such present value and the estimated unfunded liability through interest expense over the repayment period.

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Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Pension Fund

EIN/Pension
Plan Number

Pension Protection
Act Zone Status

FIP/RP Status Pending/
Implemented

Americold Contributions

Surcharge Imposed

2020

2019

2020

2019

2018

(In thousands)

Central Pension Fund of the International Union of Operating Engineers and Participating Employers (2)

36-6052390

Green

i 11

i 6

Central States SE & SW Areas Health and Welfare Pension

Plans (1)

36-6044243

Red

Yes/

Implemented

i 9,132

i 9,238

i 8,424

New England Teamsters & Trucking Industry Pension Plan (3)

04-6372430

Red

Yes/

Implemented

i 456

Alternative New England Teamsters & Trucking Industry Pension Plan

04-6372430

Red

i 404

i 449

i 493

I.U.O.E Stationary Engineers Local 39 Pension Fund (1)

94-6118939

Green

i 119

i 194

i 160

United Food & Commercial Workers International Union-Industry Pension Fund (4)

51-6055922

Green

i 126

i 105

i 90

Western Conference of Teamsters Pension Fund (1)

91-6145047

Green

i 7,727

i 7,398

i 7,632

Minneapolis Food Distributing Industry Pension Plan (1)

41-6047047

Green

Yes/

Implemented

i 146

i 116

i 180

Total Contributions

i 18,121

i 17,962

i 17,441

(1)The status information is for the plans’ year end at December 31, 2020 and 2019.

(2)The status information is for the plans’ year end at January 31, 2020 and 2019.

(3)The status information is for the plans’ year end at September 30, 2020 and 2019. The Company withdrew from the multi-employer plan on October, 31, 2017.

(4)The status information is for the plans’ year end at June 30, 2020 and 2019.

Government-Sponsored Plans

The Company contributes to certain government-sponsored plans in Australia and Argentina. The amounts charged to expense within the Consolidated Statements of Operations and for the years ended December 31, 2020, 2019 and 2018 were $ i 6.1 million, $ i 5.8 million and $ i 5.7 million, respectively.

Defined Contribution Plan

The Company has defined contribution employee benefit plans, which cover all eligible associates. The plans also allow contributions by plan participants in accordance with Section 401(k) of the IRC. The Company matches a percentage of each employee’s contributions consistent with the provisions of the plans. The aggregate cost of our contributions to the 401(k) Plan charged to expense within the Consolidated Statements of Operations for each of the years ended December 31, 2020, 2019 and 2018 was $ i 5.7 million, $ i 4.2 million and $ i 3.9 million, respectively.

Deferred Compensation

The Company has deferred compensation and supplemental retirement plan agreements with certain of its executives. The agreements provide for certain benefits at retirement or disability and also provide for survivor benefits in the event of death of the employee. The Company contribution amounts charged to expense relative to this plan were nominal for the years ended December 31, 2020, 2019 and 2018.

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Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

19. i Commitments and Contingencies

Letters of Credit

As of December 31, 2020 and 2019, there were $ i 21.7 million and $ i 23.0 million, respectively, of outstanding letters of credit issued on the Company’s Senior Unsecured Revolving Credit Facility.

Bonds

The Company had outstanding surety bonds of $ i 10.1 million and $ i 4.3 million as of December 31, 2020 and 2019, respectively. These bonds were issued primarily in connection with insurance requirements, special real estate assessments and construction obligations. The increase relates to subdivision bonds required for the construction of a new site in Pennsylvania.

Construction Commitments

As of December 31, 2020, the Company had the following construction commitments related to its expansion of existing warehouse facilities:

Facility

Committed construction cost (in thousands)

Expected construction completion period

Atlanta, GA

i 66,554

Q2 2021

Plainville, CT

i 86,681

Q3 2022

Lancaster, PA

i 80,500

Q3 2022

Russellville, AR

i 71,375

Q4 2022

Auckland, New Zealand

i 24,827

Q2 2021

Calgary, Canada

i 9,728

Q4 2021

Total construction commitments

i 339,665

Collective Bargaining Agreements

As of December 31, 2020, worldwide we employed approximately i 16,300people. Currently, i 47% of the Company’s labor force is covered by collective bargaining agreements, and i 84 of our i 238 warehouses have unionized associates that are governed by i 73 different collective bargaining agreements. During 2020, we have successfully negotiated and renewed i 19 agreements.

During 2021, the Company will be renegotiating i 11 collective bargaining agreements, which make up approximately i 3.3% of our employee population, covering all or parts of i 13 operating warehouses worldwide. The Company does not anticipate any workplace disruptions during this renegotiation process.

Legal Proceedings

In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company and its legal counsel evaluate the merits of any legal proceedings or unasserted claims, as well as the perceived merits of the amount of relief sought or expected to be

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Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

sought. If the assessment of a contingency suggests that a loss is probable, and the amount can be reasonably estimated, then a loss is recorded.

In addition to the matters discussed below, the Company may be subject to litigation and claims arising from the ordinary course of business. In the opinion of management, after consultation with legal counsel, the outcome of such matters is not expected to have a material impact on the Company’s financial condition, results of operations, or cash flows.

Kansas Breach of Settlement Agreement Litigation

This case was served against the Company in Wyandotte County, Kansas, on January 17, 2013, alleging breach of a 1994 Settlement Agreement reached with customers of our predecessor company, Americold Corporation. The plaintiffs originally brought claims in 1992 arising from a fire the previous year in an underground warehouse facility.

As a part of the 1994 settlement Americold Corporation agreed to the entry of a $ i 58.7 million judgment against it and assigned its rights to proceed against its insurer to satisfy the judgment. The settlement agreement contained a standard “cooperation provision” in which Americold Corporation agreed to execute any additional documents necessary to fulfill the intent of the settlement agreement. The plaintiffs then sued Americold Corporation’s insurer to recover on the consent judgment. The case was ultimately dismissed in 2012, and the Kansas Supreme Court ruled that the 1994 consent judgment had expired and was not revivable as a matter of law.

On September 24, 2012, the plaintiffs filed a separate claim in the district court of Wyandotte County, Kansas, alleging that the Company and one of its subsidiaries, Americold Logistics, LLC, as successors to Americold Corporation, are liable for the full amount of the judgment, based upon the allegation that the Company failed to execute a document or take action to keep the judgment alive and viable.

On February 7, 2013, the Company removed the case to the U.S. federal court and ultimately filed a motion for summary judgment. The court granted the Company’s motion and dismissed the case.. Only i one plaintiff appealed the dismissal to the U.S. Court of Appeals. The Court of Appeals ordered that the case be remanded to the Kansas state court and the judgment in favor of Americold be vacated, finding U.S. federal diversity jurisdiction did not exist over the Company.

The Company appealed this decision to the United States Supreme Court and on March 7, 2016, the United States Supreme Court ruled that there was no federal diversity jurisdiction. Following the decision, the United States District Court for the District of Kansas entered an Order vacating the summary judgment and remanding the case to Kansas state court.

Following remand to Kansas state court, Plaintiffs initially petitioned the court to amend their complaint to drop their claim for damages and only seek an Order of Specific Performance requiring Americold to sign a new document reinstating the consent judgment assigned in the 1994 Settlement Agreement. Plaintiffs filed a later motion to add back the damages claim, which was granted in February 2018.

Since December 31, 2018, the court granted the Company’s motions to dismiss Kraft and Safeway from the case given they did not appeal the District Court’s Order dismissing their claims and are bound by the judgment entered against them. The Kraft and Safeway plaintiffs have appealed their dismissals. The trial court has stayed the proceedings pending the appeal. In addition, the Company has sued the Chubb Group seeking the court’s declaration that Chubb owes coverage of the amounts sought by Plaintiffs and for bad faith damages for denying coverage. Given the status of the proceedings to date, the Company believes it has strong defenses to the claims.

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Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

At this time, a liability amount cannot be reasonably estimated. The Company believes the ultimate outcome of this matter will not have a material adverse impact on its consolidated financial statements.

Preferred Freezer Services, LLC Litigation

On February 11, 2019, Preferred Freezer Services, LLC (“PFS”) moved by Order to Show Cause in the Supreme Court of the State of New York, New York County, asserting breach of contract and other claims against the Company and seeking to preliminarily enjoin the Company from acting to acquire certain properties leased by PFS. In its complaint and request for preliminary injunctive relief, PFS alleged that the Company breached a confidentiality agreement entered into in connection with the Company’s participation in a bidding process for the sale of PFS by contacting PFS’s landlords and by using confidential PFS information in bidding for the properties leased by PFS (the “PFS Action”)/

PFS’s request for a preliminary injunction was denied after oral argument on February 26, 2019. On March 1, 2019, PFS filed an application for interim injunctive relief from the Appellate Division of the Supreme Court, First Judicial Department.

On April 2, 2019, while its application to the First Department was pending, PFS voluntarily dismissed its state court action, and First Department application, and re-filed substantially the same claims against the Company in the U.S. District Court for the Southern District of New York. In addition to an order enjoining Americold from making offers to purchase the properties leased by PFS, PFS sought compensatory, consequential and/or punitive damages. The Company filed a motion to require PFS to reimburse the Company for its legal fees it incurred for the state court action before PFS is allowed to proceed in the federal court action. On February 18, 2020, the Court granted Americold’s request for an award of legal fees from PFS but declined to stay the case pending payment of that award. As to the amount of the award, the Company and PFS have entered into a stipulation that PFS will pay Americold $ i 550,000 to reimburse the Company for its legal fees upon conclusion of the case. PFS has since amended its complaint, and Americold has filed a motion to dismiss that amended complaint.

On June 25, 2020, Fenway Polar Representative (“Fenway”), an entity alleging to represent the interests of the former shareholders of PFS, filed a lawsuit in the Supreme Court of the State of New York, New York County making similar factual allegations as those made in the PFS Action and seeking damages in excess of $ i 400 hundred million due to the Company’s alleged fraudulent and tortious interference in the sale of PFS (the “Fenway Action”).

The Company denies the allegations and believes PFS’s claims are without merit and intends to vigorously defend itself against the allegations. Given the status of the proceedings to date, a liability cannot be reasonably estimated. The Company believes the ultimate outcome of this matter will not have a material adverse impact on its consolidated financial statements.

Environmental Matters

The Company is subject to a wide range of environmental laws and regulations in each of the locations in which the Company operates. Compliance with these requirements can involve significant capital and operating costs. Failure to comply with these requirements can result in civil or criminal fines or sanctions, claims for environmental damages, remediation obligations, the revocation of environmental permits, or restrictions on the Company’s operations.

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Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

The Company records accruals for environmental matters when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated based on current law and existing technologies. The Company adjusts these accruals periodically as assessment and remediation efforts progress or as additional technical or legal information become available. The Company recorded nominal environmental liabilities in accounts payable and accrued expenses as of December 31, 2020 and 2019. The Company believes it is in compliance with applicable environmental regulations in all material respects. Under various U.S. federal, state, and local environmental laws, a current or previous owner or operator of real estate may be liable for the entire cost of investigating, removing, and/or remediating hazardous or toxic substances on such property. Such laws often impose liability whether or not the owner or operator knew of, or was responsible for, the contamination. Even if more than one person may have been responsible for the contamination, each person covered by the environmental laws may be held responsible for the entire clean-up cost. There are no material unrecorded liabilities as of December 31, 2020, and any liabilities associated with these considerations are considered remote and not estimable. Most of the Company’s warehouses utilize ammonia as a refrigerant. Ammonia is classified as a hazardous chemical regulated by the Environmental Protection Agency, and an accident or significant release of ammonia from a warehouse could result in injuries, loss of life, and property damage.

Occupational Safety and Health Act (OSHA)

The Company’s warehouses located in the U.S. are subject to regulation under OSHA, which requires employers to provide associates with an environment free from hazards, such as exposure to toxic chemicals, excessive noise levels, mechanical dangers, heat or cold stress, and unsanitary conditions. The cost of complying with OSHA and similar laws enacted by states and other jurisdictions in which we operate can be substantial, and any failure to comply with these regulations could expose us to substantial penalties and potentially to liabilities to associates who may be injured at our warehouses. The Company records accruals for OSHA matters when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated. The Company believes that it is in substantial compliance with all OSHA regulations and that no material unrecorded liabilities exist as of December 31, 2020 and 2019. Future changes in applicable environmental laws or regulations, or in the interpretation of such laws and regulations, could negatively impact us.

20. i Accumulated Other Comprehensive (Loss) Income

The Company reports activity in AOCI for foreign currency translation adjustments, including the translation adjustment for investments in partially owned entities, unrealized gains and losses on designated derivatives, and minimum pension liability adjustments (net of tax). i The activity in AOCI for the years ended December 31, 2020, 2019 and 2018 is as follows:

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Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

2020

2019

2018

Pension and other postretirement benefits:

(In thousands)

Balance at beginning of period, net of tax

( i 4,758)

( i 8,027)

( i 7,126)

(Loss) gain arising during the period

( i 317)

i 1,180

( i 2,926)

Less: Tax expense

i 25

i 3

i 27

Net (loss) gain arising during the period

( i 342)

i 1,177

( i 2,953)

Amortization of net loss and prior service cost (1)

i 1,775

i 2,092

i 2,052

Net amount reclassified from AOCI to net income (loss)

i 1,775

i 2,092

i 2,052

Other comprehensive (loss) income , net of tax

i 1,433

i 3,269

( i 901)

Balance at end of period, net of tax

( i 3,325)

( i 4,758)

( i 8,027)

Foreign currency translation adjustments:

Balance at beginning of period, net of tax

( i 6,710)

( i 3,322)

i 8,318

Gain (loss) on foreign currency translation

i 9,944

( i 783)

( i 11,640)

Derecognition of cumulative foreign currency translation gain upon sale of partially owned entities (2)

i —

( i 2,605)

i —

Net gain (loss) on foreign currency translation

i 9,944

( i 3,388)

( i 11,640)

Balance at end of period, net of tax

i 3,234

( i 6,710)

( i 3,322)

Designated derivatives:

Balance at beginning of period, net of tax

( i 2,658)

( i 1,166)

( i 1,422)

Unrealized (loss) gain on cash flow hedge derivatives

( i 30,168)

( i 1,450)

i 862

Unrealized gain on net investment hedge derivative

i 5,250

i —

Less: Tax expense

i —

i 173

Net (loss) gain designated derivatives

( i 24,918)

( i 1,450)

i 689

Net amount reclassified from AOCI to net income (loss) (interest expense)

i 3,442

( i 306)

i 1,191

Net amount reclassified from AOCI to net income (loss) (loss on debt extinguishment, modifications and termination of derivative instruments)

i 7,688

i —

i 1,825

Net amount reclassified from AOCI to net income (loss) (foreign exchange loss (gain), net)

i 12,158

i 264

( i 3,449)

Balance at end of period, net of tax

( i 4,288)

( i 2,658)

( i 1,166)

Accumulated other comprehensive loss

( i 4,379)

( i 14,126)

( i 12,515)

(1)Amounts reclassified from AOCI for pension liabilities are recorded in selling, general, and administrative expenses in the Consolidated Statements of Operations.

(2)Amount reclassified from AOCI for the derecognition of cumulative foreign currency translation gain related to the sale of partially owned entities is recognized in Gain from sale of partially owned entities in the Consolidated Statements of Operations.

F-94

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

21. i Geographic Concentrations

The following table provides geographic information for the Company’s total revenues for the years ended December 31, 2020, 2019 and 2018, and total assets as of December 31, 2020 and 2019:

Total Revenues

Total Assets

2020

2019

2018

2020

2019

(In thousands)

North America

i 1,729,657

i 1,527,270

i 1,332,146

i 6,067,809

i 3,821,555

Europe

i —

i 1,329,755

i —

Asia-Pacific

i 248,494

i 246,788

i 259,737

i 375,082

i 341,334

South America

i 9,576

i 9,647

i 11,752

i 58,505

i 7,794

i 1,987,727

i 1,783,705

i 1,603,635

i 7,831,151

i 4,170,683

The following table provides long-lived assets by geography for the years ended December 31, 2020 and 2019:


	Long-Lived Assets
	2020		2019
	(In thousands)
North America	$	i 4,133,145	$	i 2,815,567
Europe	i 785,813		i —
Asia-Pacific	i 246,162		i 245,453
South America	i 50,975		i 4,301
	$	i 5,216,095	$	i 3,065,321

22. Segment Information

Our principal operations are organized into i four reportable segments: Warehouse, Third-party managed, Transportation and Other.

•Warehouse. Our primary source of revenues consists of rent and storage and warehouse services fees. Our rent and storage and warehouse services revenues are the key drivers of our financial performance. Rent and storage revenues consist of recurring, periodic charges related to the storage of frozen and perishable food and other products in our warehouses. We also provide these customers with a wide array of handling and other warehouse services, such as (1) receipt, handling and placement of products into our warehouses for storage and preservation, (2) retrieval of products from storage upon customer request, (3) blast freezing, which involves the rapid freezing of non-frozen products, including individual quick freezing for agricultural produce and seafood, (4) case-picking, which involves selecting product cases to build customized pallets, (5) kitting and repackaging, which involves assembling custom product packages for delivery to retailers and consumers, and labeling services, (6) order assembly and load consolidation, (7) exporting and importing support services, (8) container handling, (9) cross-docking, which involves transferring inbound products to outbound trucks utilizing our warehouse docks without storing them in our warehouses, and (10) government-approved temperature-controlled storage and inspection services. We may charge our customers in advance

F-95

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

for storage and outbound handling fees. Cost of operations for our warehouse segment consists of power, other facilities costs, labor and other services costs.

•Third-party managed. We receive management and incentive fees, as well as reimbursement of substantially all expenses, for warehouses and logistics services that we manage on behalf of third-party owners/customers. Cost of operations for our third-party managed segment are reimbursed on a pass-through basis (typically within two weeks), with all reimbursements, plus an applicable mark-up, recognized as revenues under the relevant accounting guidance.

•Transportation. We charge transportation fees, including fuel surcharges, to our customers for whom we arrange the transportation of their products. Cost of operations for our transportation segment consist primarily of third-party carrier charges, which are impacted by factors affecting those carriers.

•Other. In addition to our primary business segments, we owned a limestone quarry in Carthage, Missouri. Revenues were generated from the sale of limestone mined at our quarry. Cost of operations for our quarry consisted primarily of labor, equipment, fuel and explosives. We do not view the operation of the quarry as an integral part of our business, and as a result this business segment was subsequently sold on July 1, 2020.

Our reportable segments are strategic business units separated by service offerings. Each reportable segment is managed separately and requires different operational and marketing strategies. The accounting polices used in the preparation of our reportable segments financial information are the same as those used in the preparation of its consolidated financial statements.

Our chief operating decision maker uses revenues and segment contribution to evaluate segment performance. We calculate segment contribution as earnings before interest expense, taxes, depreciation and amortization, and excluding corporate selling, general and administrative expense, acquisition, litigation and other expense, impairment of long-lived assets, gain or loss on sale of real estate and all components of non-operating other income and expense. Selling, general and administrative functions support all the business segments. Therefore, the related expense is not allocated to segments as the chief operating decision maker does not use it to evaluate segment performance.

Segment contribution is not a measurement of financial performance under GAAP, and may not be comparable to similarly titled measures of other companies. You should not consider our segment contribution as an alternative to operating income determined in accordance with GAAP.

F-96

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

The following table presents segment revenues and contributions with a reconciliation to Income before income tax benefit for the years ended December 31, 2020, 2019 and 2018:

Years Ended December 31,

2020

2019

2018

(In thousands)

Segment revenues:

Warehouse

i i 1,549,314 /

i i 1,377,217 /

i 1,176,912

Third-party managed

i i 291,751 /

i i 252,939 /

i 259,034

Transportation

i i 142,203 /

i i 144,844 /

i 158,790

Other

i i 4,459 /

i i 8,705 /

i 8,899

Total revenues

i 1,987,727

i 1,783,705

i 1,603,635

Segment contribution:

Warehouse

i 520,333

i 447,591

i 374,534

Third-party managed

i 12,228

i 11,761

i 14,760

Transportation

i 18,807

i 18,067

i 15,735

Other

i 130

i 838

i 620

Total segment contribution

i 551,498

i 478,257

i 405,649

Reconciling items:

Depreciation and amortization

( i 215,891)

( i 163,348)

( i 117,653)

Selling, general and administrative

( i 144,738)

( i 129,310)

( i 110,825)

Acquisition, litigation and other

( i 36,306)

( i 40,614)

( i 3,935)

Impairment of long-lived assets

( i 8,236)

( i 13,485)

( i 747)

Gain (loss) from sale of real estate

i 22,124

( i 34)

i 7,471

Interest expense

( i 91,481)

( i 94,408)

( i 93,312)

Interest income

i 1,162

i 6,286

i 3,996

Bridge loan commitment fees

( i 2,438)

( i 2,665)

i —

Loss on debt extinguishment, modifications and termination of derivative instruments

( i 9,975)

i —

( i 47,559)

Foreign currency exchange (loss) gain, net

( i 45,278)

i 10

i 2,882

Other expense, net

( i 2,563)

( i 1,870)

( i 532)

Loss from partially owned entities

( i 250)

( i 111)

( i 1,069)

Gain from sale of partially owned entities

i —

i 4,297

i —

Income before income tax benefit

i 17,628

i 43,005

i 44,366

F-97

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

The following table details our assets by reportable segments, with a reconciliation to total assets reported for each of the periods presented in the accompanying Consolidated Balance Sheets.


	Years Ended December 31,
	2020		2019
	(In thousands)
Assets:
Warehouse	$	i 4,815,587	$	i 3,684,391
Third-party managed	i 52,818		i 47,867
Transportation	i 151,872		i 50,666
Other	i 35		i 13,467
Total segments assets	i 5,020,312		i 3,796,391

Reconciling items:
Corporate assets	i 621,836		i 374,292
Unallocated acquisitions(1)	i 2,144,096		i —
Investments in partially owned entities	i 44,907		i —
Total reconciling items	i 2,810,839		i 374,292
Total assets	$	i 7,831,151	$	i 4,170,683

The following table details our additions to long-lived assets by segment.

Warehouse

Managed

Transportation

Unallocated acquisitions(1)

Total

(In thousands)

Property, buildings and equipment

i 916,334

i —

i 66,536

i 1,079,910

i 2,062,780

Financing leases

i 37,469

i 1,389

i —

i 46,845

i 85,703

Operating lease right-of-use assets

i 39,656

i —

i 5,280

i 191,229

i 236,165

Total

i 993,459

i 1,389

i 71,816

i 1,317,984

i 2,384,648

Warehouse

Managed

Quarry

Transportation

Total

(In thousands)

Property, buildings and equipment

i 1,277,162

i 32

i 405

i 9,892

i 1,287,491

Financing leases

i 30,653

i —

i 161

i —

i 30,814

Operating lease right-of-use assets

i 12,467

i 12

i 13

i —

i 12,492

Total

i 1,320,282

i 44

i 579

i 9,892

i 1,330,797

(1)The assets acquired in 2020 related to the Agro acquisition are reflected in the tables above within the row titled ‘Unallocated Acquisitions’ as the acquired assets have not yet been assigned to the respective segments as of December 31, 2020 given the short period of time between the acquisition date, December 30, 2020, and year-end. We expect the assets will be assigned to the Warehouse and Transportation segments during the measurement period.

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Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

23. i Earnings per Common Share

Basic and diluted earnings per common share are calculated by dividing the net income or loss attributable to common shareholders by the basic and diluted weighted-average number of common shares outstanding in the period, respectively, using the allocation method prescribed by the two-class method. The Company applies this method to compute earnings per share because it distributes non-forfeitable dividend equivalents on restricted stock units and OP units granted to certain associates and non-employee trustees who have the right to participate in the distribution of common dividends while the restricted stock units and OP units are unvested.

The shares issuable upon settlement of forward sale agreements are reflected in the diluted earnings per share calculations using the treasury stock method. Under this method, the number of the Company’s common shares used in calculating diluted earnings per share is deemed to be increased by the excess, if any, of the number of common shares that would be issued upon full physical settlement of the forward sale agreements over the number of common shares that could be purchased by the Company in the market (based on the average market price during the period) using the proceeds receivable upon full physical settlement (based on the adjusted forward sale price at the end of the reporting period). If and when the Company physically or net share settles the forward sale agreements, the delivery of common shares would result in an increase in the number of shares outstanding and dilution to earnings per share.

A reconciliation of the basic and diluted weighted-average number of common shares outstanding for the years ended December 31, 2020, 2019 and 2018 is as follows:

Year ended December 31,

2020

2019

2018

(In thousands)

Weighted average common shares outstanding – basic

i 203,255

i 179,598

i 141,415

Dilutive effect of share-based awards

i 1,532

i 1,660

i 2,662

Equity forward contracts

i 2,153

i 2,692

i 261

Weighted average common shares outstanding – diluted

i 206,940

i 183,950

i 144,338

/ i

The table below presents the weighted-average number of antidilutive potential common shares that are not considered in the calculation of diluted income (loss) per share:

Year ended December 31,

2020

2019

2018

(In thousands)

Employee stock options

i —

Restricted stock units

i 170

i 250

i —

OP units

i —

Equity forward contracts

i 2,231

i —

i 2,401

i 250

i —

24. i Revenue from Contracts with Customers

Disaggregated Revenue

i The following tables represent a disaggregation of revenue from contracts with customers for the years ended December 31, 2020, 2019 and 2018 by segment and geographic region:

F-99

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

North America

Asia-Pacific

South America

Total

(In thousands)

Warehouse rent and storage

i 581,421

i 53,860

i 5,120

i 640,401

Warehouse services

i 727,994

i 152,561

i 2,610

i 883,165

Third-party managed

i 273,465

i 18,286

i —

i 291,751

Transportation

i 116,570

i 23,787

i 1,846

i 142,203

Other

i 4,448

i —

i 4,448

Total revenues (1)

i 1,703,898

i 248,494

i 9,576

i 1,961,968

Lease revenue (2)

i 25,759

i —

i 25,759

Total revenues from contracts with all customers

i 1,729,657

i 248,494

i 9,576

i 1,987,727

North America

Asia-Pacific

South America

Total

(In thousands)

Warehouse rent and storage

i 502,674

i 53,114

i 4,749

i 560,537

Warehouse services

i 653,890

i 137,746

i 3,072

i 794,708

Third-party managed

i 238,034

i 14,886

i —

i 252,920

Transportation

i 101,976

i 41,042

i 1,826

i 144,844

Other

i 8,683

i —

i 8,683

Total revenues (1)

i 1,505,257

i 246,788

i 9,647

i 1,761,692

Lease revenue (2)

i 22,013

i —

i 22,013

Total revenues from contracts with all customers

i 1,527,270

i 246,788

i 9,647

i 1,783,705

December 31, 2018

North America

Asia-Pacific

South America

Total

(In thousands)

Warehouse rent and storage

i 433,131

i 54,591

i 5,694

i 493,416

Warehouse services

i 522,748

i 136,299

i 3,109

i 662,156

Third-party managed

i 246,092

i 12,742

i —

i 258,834

Transportation

i 99,736

i 56,105

i 2,949

i 158,790

Other

i 8,877

i —

i 8,877

Total revenues (1)

i 1,310,584

i 259,737

i 11,752

i 1,582,073

Lease revenue (2)

i 21,562

i —

i 21,562

Total revenues from contracts with all customers

i 1,332,146

i 259,737

i 11,752

i 1,603,635

(1)Revenues are within the scope of ASC 606: Revenue From Contracts With Customers. Elements of contracts or arrangements that are in the scope of other standards (e.g., leases) are separated and accounted for under those standards.

(2)Revenues are within the scope of Topic 842 and 840, Leases, for the applicable period.

F-100

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Performance Obligations

Substantially all our revenue for warehouse storage and handling services, and management and incentive fees earned under third-party managed and other contracts is recognized over time as the customer benefits equally throughout the period until the contractual term expires. Typically, revenue is recognized over time using an output measure (e.g. passage of time). Revenue is recognized at a point in time upon delivery when the customer typically obtains control, for most accessorial services, transportation services, reimbursed costs and quarry product shipments.

For arrangements containing non-cancellable contract terms, any variable consideration related to storage renewals or incremental handling charges above stated minimums are i 100% constrained and not included in aggregate amount of the transaction price allocated to the unsatisfied performance obligations disclosed below, given the degree in difficulty in estimation. Payment terms are generally i 0 - i 30 days upon billing, which is typically monthly, either in advance or subsequent to the performance of services. The same payment terms typically apply for arrangements containing variable consideration.

The Company has no material warranties or obligations for allowances, refunds or other similar obligations.

At December 31, 2020, the Company had $ i 614.5 million of remaining unsatisfied performance obligations from contracts with customers subject to a non-cancellable term and within contracts that have an original expected duration exceeding one year. These obligations also do not include variable consideration beyond the non-cancellable term, which due to the inability to quantify by estimate, is fully constrained. The Company expects to recognize approximately i 32% of these remaining performance obligations as revenue in 2021, and the remaining i 68% to be recognized over a weighted average period of i 12.1 years through 2038.

Contract Balances

The timing of revenue recognition, billings and cash collections results in accounts receivable (contract assets), and unearned revenue (contract liabilities) on the accompanying Consolidated Balance Sheets. Generally, billing occurs monthly, subsequent to revenue recognition, resulting in contract assets. However, the Company may bill and receive advances or deposits from customers, particularly on storage and handling services, before revenue is recognized, resulting in contract liabilities. These assets and liabilities are reported on the accompanying Consolidated Balance Sheets on a contract-by-contract basis at the end of each reporting period. Changes in the contract asset and liability balances during the year ended December 31, 2020, were not materially impacted by any other factors.

Opening and closing receivables balances related to contracts with customers accounted for under ASC 606 were $ i 321.5 million and $ i 213.2 million at December 31, 2020 and 2019, respectively. All other trade receivable balances relate to contracts accounted for under ASC 842 or 840, for the applicable period.

Opening and closing balances in unearned revenue related to contracts with customers were $ i 19.2 million and $ i 16.4 million at December 31, 2020 and 2019, respectively. Substantially all revenue that was included in the contract liability balances at the beginning of 2018 and 2017 has been recognized as of December 31, 2020 and 2019, respectively, and represents revenue from the satisfaction of monthly storage and handling services with average inventory turns of approximately 30 days.

25. i Balance Sheet of the Operating Partnership

F-101

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

The following table reflects the Consolidated Balance Sheets of the Operating Partnership as of December 31, 2020 and 2019:


Americold Realty Operating Partnership, L.P. and Subsidiaries
Consolidated Balance Sheets
(In thousands, except shares and per share amounts)
	December 31,
	2020		2019
Assets
Property, buildings and equipment:
Land	$	i 662,885	$	i 526,226
Buildings and improvements	i 4,004,824		i 2,696,732
Machinery and equipment	i 1,177,572		i 817,617
Assets under construction	i 303,531		i 108,639
	i 6,148,812		i 4,149,214
Accumulated depreciation	( i 1,382,298)		( i 1,216,553)
Property, buildings and equipment – net	i 4,766,514		i 2,932,661

Operating lease right-of-use assets	i 291,797		i 77,723
Accumulated depreciation – operating leases	( i 24,483)		( i 18,110)
Operating leases – net	i 267,314		i 59,613

Financing leases:
Buildings and improvements	i 60,513		i 11,227
Machinery and equipment	i 109,416		i 76,811
	i 169,929		i 88,038
Accumulated depreciation – financing leases	( i 40,937)		( i 29,697)
Financing leases – net	i 128,992		i 58,341
Cash, cash equivalents, and restricted cash	i 621,051		i 240,613
Accounts receivable – net of allowance of $ i 12,286 and $ i 6,927 at December 31, 2020 and 2019, respectively	i 324,221		i 214,842
Identifiable intangible assets – net	i 797,423		i 284,758
Goodwill	i 794,335		i 318,483
Investments in partially owned entities	i 44,907		i —
Other assets	i 86,394		i 61,372
Total assets	$	i 7,831,151	$	i 4,170,683
Liabilities and equity
Liabilities:
Borrowings under revolving line of credit	$	i —	$	i —
Accounts payable and accrued expenses	i 552,547		i 350,963
Mortgage notes, senior unsecured notes and term loan – net of deferred financing costs of $ i 15,952 and $ i 12,996 in the aggregate, at December 31, 2020 and 2019, respectively	i 2,648,266		i 1,695,447
Sale-leaseback financing obligations	i 185,060		i 115,759
Financing lease obligations	i 125,926		i 58,170
Operating lease obligations	i 269,147		i 62,342
Unearned revenue	i 19,209		i 16,423

F-102

Americold Realty Trust and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)


Pension and postretirement benefits	i 9,145	i 12,706
Deferred tax liability – net	i 220,502	i 17,119
Multiemployer pension plan withdrawal liability	i 8,528	i 8,736
Total liabilities	i 4,038,330	i 2,337,665
Partner’s capital:
General partner – i i 249,185,577 / and i i 189,881,910 / units issued and outstanding as of December 31, 2020 and 2019, respectively	i 3,753,240	i 1,828,673
Limited partner – i i 2,517,026 / and i i 1,917,999 / units issued and outstanding as of December 31, 2020 and 2019, respectively	i 43,960	i 18,471
Accumulated other comprehensive loss	( i 4,379)	( i 14,126)
Total partners’ capital	i 3,792,821	i 1,833,018

Total liabilities and partners’ capital	i 7,831,151	i 4,170,683

26. i Subsequent Events (Unaudited)

On January 29, 2021, the Company expanded its 2020 Senior Unsecured Revolving Credit Facility by $ i 200 million. In addition, the Company repaid $ i 200 million of principal on Tranche A-1 of the 2020 Senior Unsecured Term Loan. The maturity, margin, and other terms of the 2020 Senior Unsecured Credit Facility remain unchanged.

F-103

Americold Realty Trust and Subsidiaries

Schedule III – Real Estate and Accumulated Depreciation

(In thousands of U.S. dollars, as applicable and unless noted)

Initial Costs

Gross amount at which carried as of

Property

Buildings

Encumbrances
(3)

Land

Buildings and Improvements

Costs Capitalized Subsequent to Acquisition

Land

Buildings and Improvements (2)

Total
(4)

Accumulated Depreciation and Depletion (1) (6) (5)

Date of Construction

Date of Acquisition

Albertville, AL

i 1

i —

i 1,251

i 12,385

i 1,264

i 1,381

i 13,519

i 14,900

( i 6,224)

1993

2008

Allentown, PA

i 2

i —

i 5,780

i 47,807

i 8,032

i 6,791

i 54,828

i 61,619

( i 26,018)

1976

2008

Amarillo, TX

i 1

i —

i 871

i 4,473

i 1,545

i 932

i 5,957

i 6,889

( i 2,759)

1973

2008

Anaheim, CA

i 1

i —

i 9,509

i 16,810

i 1,666

i 9,510

i 18,475

i 27,985

( i 9,180)

1965

2009

Appleton, WI

i 1

i —

i 200

i 5,022

i 10,977

i 916

i 15,283

i 16,199

( i 5,008)

1989

2009

Atlanta - Lakewood, GA

i 1

i —

i 4,297

i 3,369

( i 1,460)

i 639

i 5,567

i 6,206

( i 2,397)

1963

2008

Atlanta - Skygate, GA

i 1

i —

i 1,851

i 12,731

i 1,549

i 2,417

i 13,714

i 16,131

( i 4,796)

2001

2008

Atlanta - Southgate, GA

i 1

i —

i 1,623

i 17,652

i 3,154

i 2,468

i 19,961

i 22,429

( i 7,397)

1996

2008

Atlanta - Tradewater, GA

i 1

i —

i 36,966

i 10,043

i 8,129

i 38,880

i 47,009

( i 7,989)

2004

2008

Atlanta - Westgate, GA

i 1

i —

i 2,270

i 24,659

( i 1,373)

i 2,090

i 23,466

i 25,556

( i 11,023)

1990

2008

Atlanta, GA - Corporate

i —

i 365

i 18,318

i —

i 18,683

( i 5,702)

1999/2014

2008

Augusta, GA

i 1

i —

i 2,678

i 1,943

i 1,160

i 2,843

i 2,938

i 5,781

( i 1,778)

1971

2008

Babcock, WI

i 1

i —

i 852

i 8,916

i 174

i 895

i 9,047

i 9,942

( i 3,174)

1999

2008

Bartow, FL

i 1

i —

i 2,451

i 732

i 10

i 3,173

i 3,183

( i 2,546)

1962

2008

Belvidere-Imron, IL

i 1

i —

i 2,000

i 11,989

i 3,857

i 2,413

i 15,433

i 17,846

( i 6,798)

1991

2009

Belvidere-Landmark, IL (Cross Dock)

i 1

i —

i 1

i 2,117

i 1,974

i —

i 4,092

( i 4,014)

1991

2009

Benson, NC (1)

i 1

i —

i 3,660

i 35,825

i 37

i 3,660

i 35,862

i 39,522

( i 2,146)

1997

2019

Birmingham, AL

i 1

i 941

i 1,002

i 957

i 2,175

i 1,269

i 2,865

i 4,134

( i 1,055)

1963

2008

Brea, CA

i 1

i —

i 4,645

i 5,891

i 1,002

i 4,724

i 6,814

i 11,538

( i 2,995)

1975

2009

Brooklyn Park, MN

i 1

i —

i 1,600

i 8,951

i 1,741

i 1,600

i 10,692

i 12,292

( i 4,788)

1986

2009

Burley, ID

i 2

i —

i 16,136

i 3,841

i 146

i 19,831

i 19,977

( i 14,514)

1959

2008

Burlington, WA

i 3

i 13,724

i 694

i 6,108

i 2,531

i 711

i 8,622

i 9,333

( i 4,392)

1965

2008

Carson, CA

i 1

i —

i 9,100

i 13,731

i 1,146

i 9,133

i 14,844

i 23,977

( i 5,346)

2002

2009

Cartersville, GA

i 1

i —

i 1,500

i 8,505

i 908

i 1,571

i 9,342

i 10,913

( i 3,967)

1996

2009

Carthage Warehouse Dist, MO

i 1

i —

i 61,445

i 33,880

i 7,871

i 62,613

i 40,583

i 103,196

( i 22,329)

1972

2008

Chambersburg, PA (4)

i 1

i —

i 1,368

i 15,868

( i 4)

i 1,368

i 15,864

i 17,232

( i 777)

1994

2019

F-104

Americold Realty Trust and Subsidiaries

Schedule III – Real Estate and Accumulated Depreciation

(In thousands of U.S. dollars, as applicable and unless noted)

Initial Costs

Gross amount at which carried as of
December 31, 2020

Property

Buildings

Encumbrances
(3)

Land

Buildings and Improvements

Costs Capitalized Subsequent to Acquisition

Land

Buildings and Improvements (2)

Total
(4)

Accumulated Depreciation and Depletion (1) (6) (5)

Date of Construction

Date of Acquisition

Cherokee, IA (1)

i 1

i —

i 580

i 8,343

i 26

i 594

i 8,355

i 8,949

( i 559)

1965

2019

Chesapeake, VA (1)

i 1

i —

i 2,740

i 13,452

i 19,734

i 2,805

i 33,121

i 35,926

( i 1,465)

1991

2019

Chillicothe, MO (1)

i 1

i —

i 670

i 44,905

i 140

i 670

i 45,045

i 45,715

( i 2,444)

1999

2019

City of Industry, CA

i 2

i —

i 1,455

i 1,923

i 230

i 3,148

i 3,378

( i 2,729)

1962

2009

Clearfield, UT

i 1

i —

i 2,881

i 14,945

i 5,645

i 2,307

i 21,164

i 23,471

( i 9,248)

1973

2008

Clearfield 2, UT

i 1

i —

i 806

i 21,569

i 1,359

i 1,131

i 22,603

i 23,734

( i 2,734)

2017

Columbia, SC

i 1

i —

i 768

i 1,429

i 1,146

i 860

i 2,483

i 3,343

( i 1,241)

1971

2008

Columbus, OH (1)

i 1

i —

i 2,440

i 38,939

i 5,953

i 2,838

i 44,494

i 47,332

( i 2,056)

1996

2019

Connell, WA

i 1

i —

i 497

i 8,728

i 1,231

i 558

i 9,898

i 10,456

( i 4,518)

1969

2008

Dallas, TX

i 1

i —

i 1,468

i 14,385

i 13,668

i 2,929

i 26,592

i 29,521

( i 8,325)

1994

2009

Delhi, LA

i 1

i 15,495

i 539

i 12,228

i 587

i 12,767

i 13,354

( i 7,319)

2010

Denver-50th Street, CO

i 1

i —

i 1,724

i 592

i —

i 2,316

( i 2,162)

1974

2008

Dominguez Hills, CA

i 1

i —

i 11,149

i 10,894

i 1,288

i 11,162

i 12,169

i 23,331

( i 5,350)

1989

2009

Douglas, GA

i 1

i —

i 400

i 2,080

i 2,139

i 401

i 4,218

i 4,619

( i 1,524)

1969

2009

Eagan, MN (1)

i 1

i —

i 6,050

i 49,441

i 98

i 6,050

i 49,539

i 55,589

( i 2,712)

1964

2019

East Dubuque, IL

i 1

i —

i 722

i 13,764

i 656

i 753

i 14,389

i 15,142

( i 5,140)

1993

2008

East Point, GA

i 1

i —

i 1,884

i 3,621

i 3,850

i 2,020

i 7,335

i 9,355

( i 2,853)

1959

2016

Fairfield, OH (1)

i 1

i —

i 1,880

i 20,849

i 118

i 1,880

i 20,967

i 22,847

( i 1,286)

1993

2019

Fairmont, MN (1)

i 1

i —

i 1,650

i 13,738

i 41

i 1,650

i 13,779

i 15,429

( i 783)

1968

2019

Fort Dodge, IA

i 1

i —

i 1,022

i 7,162

i 1,300

i 1,226

i 8,258

i 9,484

( i 3,685)

1979

2008

Fort Smith, AR

i 2

i —

i 308

i 2,231

i 2,302

i 342

i 4,499

i 4,841

( i 1,547)

1958

2008

Fort Smith - Highway 45, AR (1)

i 1

i —

i 2,245

i 51,998

i 22

i 2,245

i 52,020

i 54,265

( i 2,968)

1987

2019

Fort Worth-Blue Mound, TX

i 1

i —

i 1,700

i 5,055

i 1,829

i 1,700

i 6,884

i 8,584

( i 2,139)

1995

2009

Fort Worth-Samuels, TX

i 2

i —

i 1,985

i 13,447

i 4,528

i 2,124

i 17,836

i 19,960

( i 7,344)

1977

2009

Fremont, NE

i 1

i 26,341

i 629

i 3,109

i 6,083

i 691

i 9,130

i 9,821

( i 4,804)

1968

2008

Ft. Worth, TX (Meacham)

i 1

i —

i 5,610

i 24,686

i 4,557

i 5,873

i 28,980

i 34,853

( i 11,471)

2005

2008

Ft. Worth, TX (Railhead)

i 1

i —

i 1,857

i 8,536

i 773

i 1,978

i 9,188

i 11,166

( i 4,071)

1998

2008

Gadsden, AL

i 1

i 22,827

i 100

i 9,820

( i 607)

i 388

i 8,925

i 9,313

( i 3,325)

1991

2013

Gaffney, SC

i 1

i —

i 1,000

i 3,263

i 164

i 1,000

i 3,427

i 4,427

( i 1,455)

1995

2008

F-105

Americold Realty Trust and Subsidiaries

Schedule III – Real Estate and Accumulated Depreciation

(In thousands of U.S. dollars, as applicable and unless noted)

Initial Costs

Gross amount at which carried as of
December 31, 2020

Property

Buildings

Encumbrances
(3)

Land

Buildings and Improvements

Costs Capitalized Subsequent to Acquisition

Land

Buildings and Improvements (2)

Total
(4)

Accumulated Depreciation and Depletion (1) (6) (5)

Date of Construction

Date of Acquisition

Gainesville, GA

i 1

i —

i 400

i 5,704

i 1,271

i 434

i 6,941

i 7,375

( i 2,780)

1989

2009

Gainesville - Candler, GA (2)

i 1

i —

i 716

i 3,258

i 952

i 770

i 4,156

i 4,926

( i 354)

1995

2019

Garden City, KS

i 1

i —

i 446

i 4,721

i 1,893

i 446

i 6,614

i 7,060

( i 2,542)

1980

2008

Gateway, GA

i 2

i —

i 3,271

i 19,693

( i 7,196)

i 3,197

i 12,571

i 15,768

( i 8,666)

1972

2008

Geneva Lakes, WI

i 1

i —

i 1,579

i 36,020

i 3,387

i 2,513

i 38,473

i 40,986

( i 13,555)

1991

2009

Gloucester - Rogers, MA

i 1

i —

i 1,683

i 3,675

i 4,786

i 1,827

i 8,317

i 10,144

( i 2,402)

1967

2008

Gloucester - Rowe, MA

i 1

i —

i 1,146

i 2,833

i 10,823

i 1,272

i 13,530

i 14,802

( i 3,877)

1955

2008

Gouldsboro, PA

i 1

i —

i 4,224

i 29,473

i 3,065

i 5,036

i 31,726

i 36,762

( i 10,399)

2006

2009

Grand Island, NE

i 1

i —

i 430

i 6,542

( i 2,269)

i 479

i 4,224

i 4,703

( i 2,130)

1995

2008

Green Bay, WI

i 2

i —

i 2,028

i 3,225

i 125

i 5,128

i 5,253

( i 2,952)

1935

2009

Greenville, SC

i 1

i —

i 200

i 1,108

i 403

i 203

i 1,508

i 1,711

( i 1,246)

1962

2009

Hatfield, PA

i 2

i —

i 5,002

i 28,286

i 9,788

i 5,800

i 37,276

i 43,076

( i 14,878)

1983

2009

Henderson, NV

i 2

i —

i 9,043

i 14,415

i 1,247

i 9,056

i 15,649

i 24,705

( i 5,707)

1988

2009

Hermiston, OR

i 1

i 32,069

i 1,322

i 7,107

i 435

i 1,388

i 7,476

i 8,864

( i 3,252)

1975

2008

Houston, TX

i 1

i —

i 1,454

i 10,084

i 1,323

i 1,531

i 11,330

i 12,861

( i 4,054)

1990

2009

Indianapolis, IN

i 4

i —

i 1,897

i 18,991

i 21,352

i 4,088

i 38,152

i 42,240

( i 14,406)

1975

2008

Jefferson, WI

i 2

i —

i 1,553

i 19,805

i 1,944

i 1,887

i 21,415

i 23,302

( i 9,319)

1975

2009

Johnson, AR (1)

i 1

i —

i 6,159

i 24,802

i —

i 6,159

i 24,802

i 30,961

( i 2,017)

1955

2019

Lakeville, MN (1)

i 1

i —

i 4,000

i 47,790

i 122

i 4,013

i 47,899

i 51,912

( i 2,715)

1970

2019

Lancaster, PA

i 1

i —

i 2,203

i 15,670

i 1,031

i 2,371

i 16,533

i 18,904

( i 5,801)

1993

2009

LaPorte, TX

i 1

i —

i 2,945

i 19,263

i 3,378

i 3,440

i 22,146

i 25,586

( i 8,350)

1990

2009

Le Mars, IA (1)

i 1

i —

i 1,000

i 12,596

i 195

i 1,100

i 12,691

i 13,791

( i 872)

1991

2019

Leesport, PA

i 1

i —

i 1,206

i 14,112

i 12,195

i 1,796

i 25,717

i 27,513

( i 8,217)

1993

2008

Lowell, AR (1)

i 1

i —

i 2,610

i 31,984

i 188

i 2,748

i 32,034

i 34,782

( i 2,090)

1992

2019

Lula, GA (2)

i 1

i —

i 3,864

i 35,382

i 386

i 3,925

i 35,707

i 39,632

( i 2,392)

1996

2019

Lynden, WA

i 5

i —

i 1,420

i 8,590

i 1,639

i 1,430

i 10,219

i 11,649

( i 4,179)

1946

2009

Marshall, MO

i 1

i 10,293

i 741

i 10,304

i 563

i 840

i 10,768

i 11,608

( i 4,506)

1985

2008

Massillon 17th, OH

i 1

i —

i 175

i 15,322

i 700

i 423

i 15,774

i 16,197

( i 6,165)

2000

2008

Massillon Erie, OH

i 1

i —

i 1,988

i 521

i —

i 2,509

( i 2,477)

1984

2008

F-106

Americold Realty Trust and Subsidiaries

Schedule III – Real Estate and Accumulated Depreciation

(In thousands of U.S. dollars, as applicable and unless noted)

Initial Costs

Gross amount at which carried as of
December 31, 2020

Property

Buildings

Encumbrances
(3)

Land

Buildings and Improvements

Costs Capitalized Subsequent to Acquisition

Land

Buildings and Improvements (2)

Total
(4)

Accumulated Depreciation and Depletion (1) (6) (5)

Date of Construction

Date of Acquisition

Memphis Chelsea , TN

i —

i 80

i 2

( i 81)

i —

i 1

( i 1)

1972

2008

Middleboro, MA

i 1

i —

i 404

i 15,031

i 161

i 441

i 15,155

i 15,596

( i 900)

2018

Milwaukie, OR

i 2

i —

i 2,473

i 8,112

i 1,797

i 2,523

i 9,859

i 12,382

( i 6,112)

1958

2008

Mobile, AL

i 1

i —

i 10

i 3,203

i 1,129

i 24

i 4,318

i 4,342

( i 1,638)

1976

2009

Modesto, CA

i 6

i —

i 2,428

i 19,594

i 5,822

i 3,025

i 24,819

i 27,844

( i 11,326)

1945

2009

Monmouth, IL (1)

i 1

i —

i 2,660

i 48,348

i 23

i 2,683

i 48,348

i 51,031

( i 2,276)

2014

2019

Montgomery, AL

i 1

i 6,530

i 850

i 7,746

( i 395)

i 1,157

i 7,044

i 8,201

( i 2,858)

1989

2013

Moses Lake, WA

i 1

i 29,634

i 575

i 11,046

i 2,771

i 1,140

i 13,252

i 14,392

( i 5,735)

1967

2008

Murfreesboro, TN

i 1

i —

i 1,094

i 10,936

i 3,753

i 1,332

i 14,451

i 15,783

( i 7,116)

1982

2008

Nampa, ID

i 4

i —

i 1,588

i 11,864

i 2,253

i 1,719

i 13,986

i 15,705

( i 8,053)

1946

2008

Napoleon, OH (1)

i 1

i —

i 2,340

i 57,677

i 111

i 2,340

i 57,788

i 60,128

( i 3,214)

1974

2019

New Ulm, MN

i 7

i —

i 725

i 10,405

i 1,457

i 822

i 11,765

i 12,587

( i 4,430)

1984

2009

North Little Rock, AR (1)

i 1

i —

i 1,680

i 12,841

i 14,898

i 2,226

i 27,193

i 29,419

( i 1,371)

1996

2019

Oklahoma City, OK

i 1

i —

i 742

i 2,411

i 1,859

i 742

i 4,270

i 5,012

( i 1,845)

1968

2008

Ontario, CA

i 3

i —

i 14,673

i 3,632

i 27,388

i 14,747

i 30,946

i 45,693

( i 13,372)

1987(1)/1984(2)/1983(3)

2008

Ontario, OR

i 4

i —

i 13,791

i 9,476

i 1,264

i 22,003

i 23,267

( i 14,152)

1962

2008

Pasco, WA

i 1

i —

i 557

i 15,809

i 441

i 598

i 16,209

i 16,807

( i 5,803)

1984

2008

Pendergrass, GA

i 1

i —

i 500

i 12,810

i 2,820

i 580

i 15,550

i 16,130

( i 6,826)

1993

2009

Perryville, MD (4)

i 1

i —

i 1,626

i 19,083

i 5,104

i 5,820

i 19,993

i 25,813

( i 784)

2007

2019

Phoenix2, AZ

i 1

i —

i 3,182

i 11,312

i 34

i 3,182

i 11,346

i 14,528

( i 2,626)

2014

Piedmont, SC

i 1

i —

i 500

i 9,883

i 1,524

i 506

i 11,401

i 11,907

( i 5,149)

1981

2009

Plover, WI

i 1

i 33,480

i 1,390

i 18,298

i 5,857

i 2,016

i 23,529

i 25,545

( i 10,723)

1981

2008

Portland, ME

i 1

i —

i 305

i 2,402

i 1,213

i 316

i 3,604

i 3,920

( i 1,181)

1952

2008

Rochelle, IL (Americold Drive)

i 1

i —

i 1,860

i 18,178

i 48,173

i 4,326

i 63,885

i 68,211

( i 11,323)

1995

2008

Rochelle, IL (Caron)

i 1

i —

i 2,071

i 36,658

i 963

i 2,257

i 37,435

i 39,692

( i 15,531)

2004

2008

Russellville, AR - Elmira

i 1

i —

i 1,261

i 9,910

i 3,275

i 1,376

i 13,070

i 14,446

( i 6,795)

1986

2008

Russellville, AR - Route 324 (1)

i 1

i —

i 2,467

i 29,179

( i 53)

i 2,499

i 29,094

i 31,593

( i 1,828)

1993

2019

Russellville, AR - Valley

i 1

i —

i 708

i 15,832

i 4,049

i 759

i 19,830

i 20,589

( i 6,504)

1995

2008

Salem, OR

i 4

i 38,433

i 3,055

i 21,096

i 3,721

i 3,261

i 24,611

i 27,872

( i 12,201)

1963

2008

F-107

Americold Realty Trust and Subsidiaries

Schedule III – Real Estate and Accumulated Depreciation

(In thousands of U.S. dollars, as applicable and unless noted)

Initial Costs

Gross amount at which carried as of
December 31, 2020

Property

Buildings

Encumbrances
(3)

Land

Buildings and Improvements

Costs Capitalized Subsequent to Acquisition

Land

Buildings and Improvements (2)

Total
(4)

Accumulated Depreciation and Depletion (1) (6) (5)

Date of Construction

Date of Acquisition

Salinas, CA

i 5

i —

i 7,244

i 7,181

i 10,637

i 8,130

i 16,932

i 25,062

( i 7,071)

1958

2009

Salt Lake City, UT

i 1

i —

i 22,481

i 8,799

i 374

i 30,906

i 31,280

( i 16,037)

1998

2010

San Antonio - HEB, TX

i 1

i —

i 2,014

i 22,902

i —

i 2,014

i 22,902

i 24,916

( i 4,578)

1982

2017

San Antonio, TX

i 3

i —

i 1,894

i 11,101

i 3,254

i 2,138

i 14,111

i 16,249

( i 8,385)

1913

2009

Sanford, NC (1)

i 1

i —

i 3,110

i 34,104

i 81

i 3,110

i 34,185

i 37,295

( i 1,988)

1996

2019

Savannah, GA (3)

i 1

i —

i 20,715

i 10,456

i 1,252

i 21,833

i 10,590

i 32,423

( i 938)

2015

2019

Savannah 2, GA

i 1

i —

i 3,002

i 37,571

i —

i 3,002

i 37,571

i 40,573

( i 969)

2020

Sebree, KY

i 1

i —

i 638

i 7,895

i 1,681

i 638

i 9,576

i 10,214

( i 3,004)

1998

2008

Sikeston, MO

i 1

i —

i 258

i 11,936

i 3,126

i 2,350

i 12,970

i 15,320

( i 4,952)

1998

2009

Sioux City - 2640, IA (1)

i 1

i —

i 5,950

i 28,391

i 623

i 5,909

i 29,055

i 34,964

( i 2,281)

1990

2019

Sioux City - 2900, IA (1)

i 1

i —

i 3,070

i 56,336

i 193

i 3,101

i 56,498

i 59,599

( i 3,475)

1995

2019

Sioux Falls, SD

i 1

i —

i 856

i 4,780

i 4,141

i 1,044

i 8,733

i 9,777

( i 4,578)

1972

2008

Springdale, AR

i 1

i 7,664

i 844

i 10,754

i 1,742

i 872

i 12,468

i 13,340

( i 5,416)

1982

2008

St. Louis, MO

i 2

i —

i 2,082

i 7,566

i 2,071

i 2,198

i 9,521

i 11,719

( i 3,404)

1956

2009

St. Paul, MN

i 2

i —

i 1,800

i 12,129

i 699

i 1,800

i 12,828

i 14,628

( i 5,577)

1970

2009

Strasburg, VA

i 1

i —

i 1,551

i 15,038

i 1,779

i 1,600

i 16,768

i 18,368

( i 6,037)

1999

2008

Sumter, SC (1)

i 1

i —

i 530

i 8,738

i 32

i 548

i 8,752

i 9,300

( i 767)

1979

2019

Syracuse, NY

i 2

i —

i 2,177

i 20,056

i 5,833

i 2,420

i 25,646

i 28,066

( i 10,349)

1960

2008

Tacoma, WA

i 1

i —

i 21,216

i 2,518

i 27

i 23,707

i 23,734

( i 8,266)

2010

Tampa Plant City, FL

i 2

i —

i 1,333

i 11,836

i 1,507

i 1,380

i 13,296

i 14,676

( i 4,782)

1987

2009

Tarboro, NC

i 1

i 17,127

i 1,078

i 9,586

i 1,175

i 1,225

i 10,614

i 11,839

( i 4,061)

1988

2008

Taunton, MA

i 1

i —

i 1,477

i 14,159

i 1,394

i 1,703

i 15,327

i 17,030

( i 5,381)

1999

2009

Texarkana, AR

i 1

i 3,542

i 842

i 11,169

i 1,655

i 921

i 12,745

i 13,666

( i 4,508)

1992

2008

Tomah, WI

i 1

i 18,593

i 886

i 10,715

i 438

i 923

i 11,116

i 12,039

( i 4,853)

1989

2008

Turlock, CA (#1)

i 2

i —

i 944

i 4,056

i 586

i 967

i 4,619

i 5,586

( i 2,119)

1995

2008

Turlock, CA (#2)

i 1

i —

i 3,091

i 7,004

i 1,530

i 3,116

i 8,509

i 11,625

( i 3,744)

1985

2008

Vernon 2, CA

i 1

i —

i 8,100

i 13,490

i 3,402

i 8,112

i 16,880

i 24,992

( i 8,188)

1965

2009

Victorville, CA

i 1

i —

i 2,810

i 22,811

i 1,090

i 2,820

i 23,891

i 26,711

( i 8,985)

2004

2008

Walla Walla, WA

i 2

i —

i 215

i 4,693

i 610

i 159

i 5,372

i 5,518

( i 3,269)

1960

2008

F-108

Americold Realty Trust and Subsidiaries

Schedule III – Real Estate and Accumulated Depreciation

(In thousands of U.S. dollars, as applicable and unless noted)

Initial Costs

Gross amount at which carried as of
December 31, 2020

Property

Buildings

Encumbrances
(3)

Land

Buildings and Improvements

Costs Capitalized Subsequent to Acquisition

Land

Buildings and Improvements (2)

Total
(4)

Accumulated Depreciation and Depletion (1) (6) (5)

Date of Construction

Date of Acquisition

Wallula, WA

i 1

i —

i 690

i 2,645

i 806

i 753

i 3,388

i 4,141

( i 1,326)

1982

2008

Watsonville, CA

i 1

i —

i 8,138

i 533

i 21

i 8,650

i 8,671

( i 8,045)

1984

2008

West Memphis, AR

i 1

i —

i 1,460

i 12,300

i 3,340

i 2,784

i 14,316

i 17,100

( i 6,383)

1985

2008

Wichita, KS

i 1

i —

i 1,297

i 4,717

i 2,063

i 1,432

i 6,645

i 8,077

( i 2,977)

1972

2008

Woodburn, OR

i 1

i —

i 1,552

i 9,860

i 3,864

i 1,627

i 13,649

i 15,276

( i 4,967)

1952

2008

York, PA

i 1

i —

i 3,838

i 36,621

i 2,407

i 4,099

i 38,767

i 42,866

( i 15,525)

1994

2008

York-Willow Springs, PA

i 1

i —

i 1,300

i 7,351

i 745

i 1,416

i 7,980

i 9,396

( i 3,482)

1987

2009

Zumbrota, MN

i 3

i —

i 800

i 10,360

i 1,727

i 934

i 11,953

i 12,887

( i 4,347)

1996

2009

Newport, MN

i 1

i —

i 3,383

i 19,877

i 292

i 3,638

i 19,914

i 23,552

( i 1,015)

1964

2020

Tampa Maple, FL

i 1

i —

i 3,233

i 15,940

i —

i 3,233

i 15,940

i 19,173

( i 195)

2017

2020

Grand Prairie, TX

i 1

i —

i 22

i —

i 22

( i 3)

1981

2020

Mansfield, TX

i 1

i —

i 5,670

i 33,222

i —

i 5,670

i 33,222

i 38,892

( i 399)

2018

2020

Hall’s (9)

i 8

i —

i 29,351

i 239,697

i 3

i 29,352

i 239,699

i 269,051

( i 1,325)

Various

2020

Canada

Cold Logic/Taber

i —

i 12

( i 1)

i —

i 11

( i 11)

1999

2009

Brampton

i 1

i —

i 27,522

i 53,367

i 3,278

i 28,544

i 55,623

i 84,167

( i 2,135)

2004

2020

Calgary

i 1

i —

i 5,240

i 36,392

i 1,545

i 5,434

i 37,743

i 43,177

( i 1,231)

2009

2020

Halifax Dartmouth

i 1

i —

i 2,052

i 14,904

i 629

i 2,128

i 15,457

i 17,585

( i 484)

2013

2020

Halifax Thornhill

i 1

i —

i 1,044

i 39

i —

i 1,083

( i 498)

1971

2020

Australia

Arndell Park

i 2

i —

i 13,489

i 29,428

i 5,600

i 12,896

i 35,621

i 48,517

( i 11,962)

1989/1994

2009

BRIS CORPORATE-Acacia Ridge

i 1

i —

i 324

i —

i 324

( i 306)

Managed

Laverton

i 2

i —

i 13,689

i 28,252

i 10,515

i 13,087

i 39,369

i 52,456

( i 13,385)

1997/1998

2009

Murarrie

i 3

i —

i 10,891

i 18,975

i 351

i 10,413

i 19,804

i 30,217

( i 7,224)

1972/2003

2009

Prospect/ASC Corporate

i 2

i —

i 1,187

i 21,564

i 8,181

i 14,570

i 22,751

( i 5,098)

1985

2009

Spearwood

i 1

i —

i 7,194

i 10,990

i 622

i 6,878

i 11,928

i 18,806

( i 5,011)

1978

2009

New Zealand

Dalgety

i 1

i —

i 6,047

i 5,531

i 7,387

i 12,815

i 6,150

i 18,965

( i 2,098)

1988

2009

Diversey

i 1

i —

i 2,357

i 5,966

i 1,595

i 2,617

i 7,301

i 9,918

( i 2,493)

1988

2009

Halwyn Dr

i 1

i —

i 5,227

i 3,399

i 1,568

i 5,803

i 4,391

i 10,194

( i 1,851)

1992

2009

F-109

Americold Realty Trust and Subsidiaries

Schedule III – Real Estate and Accumulated Depreciation

(In thousands of U.S. dollars, as applicable and unless noted)

Initial Costs

Gross amount at which carried as of
December 31, 2020

Property

Buildings

Encumbrances
(3)

Land

Buildings and Improvements

Costs Capitalized Subsequent to Acquisition

Land

Buildings and Improvements (2)

Total
(4)

Accumulated Depreciation and Depletion (1) (6) (5)

Date of Construction

Date of Acquisition

Mako Mako

i 1

i —

i 1,332

i 3,810

i 660

i 1,479

i 4,323

i 5,802

( i 1,433)

2000

2009

Manutapu/Barber Akld

i 1

i —

i 343

i 358

i —

i 701

( i 646)

2004

2009

Paisley

i 2

i —

i 185

i 3,010

i —

i 3,195

( i 543)

1984

2009

Smarts Rd

i 1

i —

i 247

i 1,060

i —

i 1,307

( i 856)

1984

2009

Argentina

Mercado Central - Buenos Aires, ARG

i 1

i —

i 4,984

( i 2,008)

i —

i 2,976

( i 2,168)

1996/1999

2009

Pilar - Buenos Aires, ARG

i 1

i —

i 706

i 2,586

( i 2,252)

i 732

i 308

i 1,040

( i 86)

2000

2009

Agro (U.S., Europe, Asia-Pacific, South America) (8)

Agro

i 23

i —

i 95,286

i 825,015

i —

i 95,286

i 825,015

i 920,301

i —

Various

2020

Total

i 276,693

i 606,387

i 3,597,455

i 524,380

i 662,885

i 4,065,337

i 4,728,222

( i 857,812)

F-110

Americold Realty Trust and Subsidiaries

Schedule III – Real Estate and Accumulated Depreciation

(In thousands of U.S. dollars, as applicable and unless noted)

Initial Costs

Gross amount at which carried as of
December 31, 2020

Property

Buildings

Encumbrances
(3)

Land

Buildings and Improvements

Costs Capitalized Subsequent to Acquisition

Land

Buildings and Improvements (2)

Total
(4)

Accumulated Depreciation and Depletion (1) (6) (5)

Date of Construction

Date of Acquisition

Land, buildings, and improvements in the assets under construction balance as of December 31, 2020.

Allentown, PA

i —

i 73

Anaheim, CA

i —

i 1,222

Atlanta - Lakewood, GA

i —

i 257

Atlanta - Skygate, GA

i —

i 840

Atlanta - Southgate, GA

i —

i 391

Atlanta - Tradewater, GA

i —

i 2,730

Atlanta - Westgate, GA

i —

i 1,952

Augusta, GA

i —

i 12

Cartersville, GA

i —

i 38

Carthage Warehouse Dist, MO

i —

i 75

Chesapeake, VA

i —

i 20

Columbia, SC

i —

i 70

Columbus, OH

i —

i 949

Dallas, TX

i —

i 40

Denver-50th Street, CO

i —

i 1

Dominguez Hills, CA

i —

i 40

Eagan, MN

i —

i 24

Fairfield, OH

i —

i 45

Fremont, NE

i —

i 47

Ft. Worth, TX (Meacham)

i —

i 83

Ft. Worth, TX (Railhead)

i —

i 686

Gainesville Candler, GA

i —

i 54

Gainesville, GA

i —

i 50

Gateway, GA

i —

i 70,606

Gloucester - Rogers, MA

i —

i 42

Gloucester - Rowe, MA

i —

i 47

Gouldsboro, PA

i —

i 15

Green Bay, WI

i —

i 62

Hatfield, PA

i —

i 362

Henderson, NV

i —

i 308

F-111

Americold Realty Trust and Subsidiaries

Schedule III – Real Estate and Accumulated Depreciation

(In thousands of U.S. dollars, as applicable and unless noted)

Initial Costs

Gross amount at which carried as of
December 31, 2020

Property

Buildings

Encumbrances
(3)

Land

Buildings and Improvements

Costs Capitalized Subsequent to Acquisition

Land

Buildings and Improvements (2)

Total
(4)

Accumulated Depreciation and Depletion (1) (6) (5)

Date of Construction

Date of Acquisition

Indianapolis, IN

i —

i 565

Johnson, AR

i —

i 178

Lancaster, PA

i —

i 595

LaPorte, TX

i —

i 665

Leesport, PA

i —

i 164

Marshall, MO

i —

i 11

Milwaukie, OR

i —

i 13

Modesto, CA

i —

i 994

Monmouth, IL

i —

i 461

Mountville, PA

i —

i 72,009

Murfreesboro, TN

i —

i 121

Napoleon, OH

i —

i 4

New Ulm, MN

i —

i 17

Ontario, CA

i —

i 2,542

Perryville, MD

i —

i 179

Phoenix2, AZ

i —

i 67

Plainville, CT

i —

i 72,939

Plover, WI

i —

i 200

Portland, ME

i —

i 31

Rochelle, IL (Americold Drive)

i —

i 5,493

Russellville, AR - Elmira

i —

i 11,756

Russellville, AR - Valley

i —

i 432

Salinas, CA

i —

i 2,225

Salt Lake City, UT

i —

i 605

Sanford, NC

i —

i 24

Savannah, GA

i —

i 233

Savannah 2, GA

i —

i 377

Sikeston, MO

i —

i 3

Springdale, AR

i —

i 39

Strasburg, VA

i —

i 279

Syracuse, NY

i —

i 30

Tarboro, NC

i —

i 520

Turlock, CA (#2)

i —

i 1,445

F-112

Americold Realty Trust and Subsidiaries

Schedule III – Real Estate and Accumulated Depreciation

(In thousands of U.S. dollars, as applicable and unless noted)

Initial Costs

Gross amount at which carried as of
December 31, 2020

Property

Buildings

Encumbrances
(3)

Land

Buildings and Improvements

Costs Capitalized Subsequent to Acquisition

Land

Buildings and Improvements (2)

Total
(4)

Accumulated Depreciation and Depletion (1) (6) (5)

Date of Construction

Date of Acquisition

Wallula, WA

i —

i 17

Watsonville, CA

i —

i 1,422

York, PA

i —

i 112

Canada

Brampton

i —

i 353

Calgary

i —

i 1,573

Australia

Arndell Park

i —

i 898

Laverton

i —

i 1,884

Murarrie

i —

i 618

Prospect

i —

i 452

Spearwood

i —

i 333

New Zealand

Dalgety

i —

i 22,678

Diversey

i —

i 782

Halwyn Dr

i —

i 34

Mako Mako

i —

i 54

Manutapu

i —

i 4

Paisley

i —

i 223

Smarts Rd

i —

i 112

Total in assets under construction

i —

i 287,906

i —

Total assets

i 276,693

i 606,387

i 3,597,455

i 524,380

i 662,885

i i 4,353,243 /

i i 5,016,126 /

( i 857,812)

F-113

Americold Realty Trust and Subsidiaries

Schedule III – Real Estate and Accumulated Depreciation

(In thousands of U.S. dollars, as applicable and unless noted)

Schedule III – Footnotes

(1) Reconciliation of total accumulated depreciation to consolidated balance sheet caption as of December 31, 2020:

Total per Schedule III

( i 857,812)

Accumulated depreciation on investments in non-real estate assets

( i 565,423)

Total accumulated depreciation per consolidated balance sheet (property, buildings and equipment and financing leases)

( i 1,423,235)

(2) Reconciliation of total Buildings and improvements to consolidated balance sheet as of December 31, 2020:

Building and improvements per consolidated balance sheet

i 4,004,824

Building and improvements financing leases per consolidated balance sheet

i 60,513

Assets under construction per consolidated balance sheet

i 303,531

Less: personal property assets under construction

( i 15,625)

Total per Schedule III

i i 4,353,243 /

(3) Reconciliation of total mortgage notes, senior unsecured notes and term loan to consolidated balance sheet caption as of December 31, 2020:

Total per Schedule III

i 276,693

Unsecured

i 2,387,525

Deferred financing costs, net of amortization

( i 15,952)

Total mortgage notes, senior unsecured notes and term loan per consolidated balance sheet*

i 2,648,266

*Total mortgage notes, senior unsecured notes, and term loan does not include $ i 4.7M of secured notes related to the Monmouth, IL facility. Refer to footnote 17 for additional details.

(4) The aggregate cost for Federal tax purposes at December 31, 2020 of our real estate assets was approximately $ i 3.4 billion.

(5) The life on which depreciation is computed ranges from i 5 to i 43 years.

(6) The following table summarizes the Company’s real estate activity and accumulated depreciation for the years ended December 31:

F-114

Americold Realty Trust and Subsidiaries

Schedule III – Real Estate and Accumulated Depreciation

(In thousands of U.S. dollars, as applicable and unless noted)

2020

2019

2018

Real Estate Facilities, at Cost:

Beginning Balance

i 3,729,589

i i 2,575,367 /

i 2,506,656

Capital expenditures

i i 287,220 /

i i 177,268 /

i 50,680

Acquisitions

i i 1,662,650 /

i i 975,045 /

i —

Newly developed warehouse facilities

i i 58,807 /

i i 21,316 /

i 62,353

Disposition

( i i 62,225 / )

( i i 7,409 / )

( i 30,199)

Impairment

( i i 2,153 / )

( i i 12,555 / )

( i 747)

Conversion of leased assets to owned

i i 7,956 /

i i — /

i 8,405

Impact of foreign exchange rate changes

i i 24,916 /

i i 557 /

( i 21,781)

Ending Balance

i 5,706,760

i 3,729,589

i 2,575,367

Accumulated Depreciation:

Beginning Balance

( i 936,422)

( i 827,892)

( i 770,006)

Depreciation expense

( i 146,237)

( i 114,512)

( i 87,355)

Dispositions

i 8,731

i 6,679

i 24,672

Impact of foreign exchange rate changes

( i 6,994)

( i 697)

i 4,797

Ending Balance

( i 1,080,922)

( i 936,422)

( i 827,892)

Total Real Estate Facilities, Net at December 31

i 4,625,838

i 2,793,167

i 1,747,475

The total real estate facilities amounts in the table above include $ i 165.2 million, $ i 76.8 million, and $ i 80.3 million of assets under sale-leaseback agreements accounted for as a financing as of December 31, 2020, 2019 and 2018, respectively. The Company does not hold title in these assets under sale-leaseback agreements. As of December 31, 2020 and 2019, the Company has no facilities classified as held for sale.

F-115

Americold Realty Trust and Subsidiaries

Schedule III – Real Estate and Accumulated Depreciation

(In thousands of U.S. dollars, as applicable and unless noted)

In 2020, the Company recognized real estate impairment charges of $ i 2.2 million, which included, $ i 1.2 million for costs incurred on a potential development project which the Company determined it would not move forward with, the write-off primarily related to “Assets Under Construction” on the accompanying Consolidated Balance Sheets; $ i 0.5 million related to refrigeration assets that were subsequently deemed unusable following the sale and exit of the Boston warehouse, which primarily impacted “Machinery & Equipment” on the accompanying Consolidated Balance Sheets. The Boston facility was sold for a gain of $ i 20.1 million, which was recorded to “gain on sale of real estate” in the accompanying Consolidated Statement of Operations, and primarily related to buildings with lesser amounts related to machinery, handling, & equipment and land; and $ i 0.5 million related to the sale of vacant land in Waco, TX. During the first quarter of 2019, the company wrote down i 75% of a facility to be partially demolished and reconstructed resulting in an impairment of $ i 9.6 million. During the second quarter of 2019, the Company sold an idle facility, which was written down earlier in 2019 resulting in an impairment charge of $ i 2.9 million. During the second quarter of 2018, the Company sold a facility resulting in an $ i 8.4 million gain on sale of real estate. In preparation of the warehouse disposal, the Company transferred most of its customers inventory to other owned warehouses within the same region.

In January 2020, the Company acquired i four facilities in connection with the Nova Cold Acquisition, with total property, buildings and equipment of $ i 171.9 million. Additionally in January 2020, the Company acquired i one facility in connection with the Newport Acquisition, with total property, buildings and equipment of $ i 30.2 million. In August 2020, the Company acquired i 2 facilities in connection with the AM-C Warehouse Acquisition, with total property, buildings and equipment of $ i 53.2 million. Additionally in August 2020, the Company acquired a single facility in connection with the Caspers Acquisition, with total property, buildings and equipment of $ i 25.2 million. During the third quarter of 2020, the Company purchased i two international facilities that were previously operated under a lease agreement for $ i 8.1 million. During November 2020, the Company acquired i eight facilities in connection with the Hall’s Acquisition, with total property, buildings and equipment of $ i 332.7 million. On December 30, 2020, the Company completed the Agro Acquisition, with total property, buildings and equipment of $ i 1.08 billion. In February 2019, the Company acquired i one facility and adjacent land in connection with the PortFresh Acquisition, with total property, buildings and equipment of $ i 35.0 million. In May 2019, the Company acquired i 21 facilities in connection with the Cloverleaf Acquisition, with total property, buildings and equipment of $ i 891.3 million. Additionally, in May 2019, the Company acquired i two facilities in connection with the Lanier Acquisition, with total property, buildings and equipment of i 60.0 million. In November 2019, the Company acquired i two facilities in connection with the MHW Acquisition, with total property, buildings and equipment of $ i 50.1 million. During the fourth quarter of 2018, the Company disposed of an idle facility, previously classified as held for sale, for a $ i 0.9 million loss on sale of real estate, and purchased a portion of a facility that was previously operated under a lease agreement with a purchase price of $ i 13.8 million.

F-116

Americold Realty Trust and Subsidiaries

Schedule III – Real Estate and Accumulated Depreciation

(In thousands of U.S. dollars, as applicable and unless noted)

(7) Reconciliation of the Company’s real estate activity and accumulated depreciation for the years ended December 31, 2020 to Schedule III:

Total real estate facilities gross amount per Schedule III

i i 5,016,126 /

Plus: Refrigeration equipment

i 690,625

Less: Quarry CIP

i 9

Real estate facilities, at cost - ending balance

i 5,706,760

Accumulated depreciation per Schedule III

( i 857,812)

Plus: Refrigeration equipment

( i 223,110)

Accumulated depreciation - ending balance

( i 1,080,922)

(8) The Agro acquisition closed on December 30, 2020. As a result, the acquisition accounting was preliminary as of December 31, 2020, and was not allocated to individual warehouses. The Company will make allocations to individual sites during the measurement period in 2021 and update accordingly in our Annual Form on 10-K for the year ended December 31, 2021. Refer to Note 3 of the Consolidated Financial Statements for further details.

(9) The Hall’s acquisition closed on November 2, 2020. As a result, the acquisition accounting was preliminary as of December 31, 2020, and was not allocated to individual warehouses. The Company will make allocations to individual sites during the measurement period in 2021 and update accordingly in our Annual Form on 10-K for the year ended December 31, 2021. Refer to Note 3 of the Consolidated Financial Statements for further details.

F-117

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


AMERICOLD REALTY TRUST

By:						/s/ *Fred W. Boehler*
						Fred W. Boehler
						Chief Executive Officer

Date: March 1, 2021

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature

Title

Date

/s/ Fred W. Boehler

Chief Executive Officer, President and Trustee

Fred W. Boehler

/s/ Marc J. Smernoff

Chief Financial Officer and Executive Vice President

Marc J. Smernoff

/s/ Thomas C. Novosel

Chief Accounting Officer and Senior Vice President

Thomas C. Novosel

/s/ Mark R. Patterson

Chairman of the Board of Trustees

Mark R. Patterson

/s/ James R. Heistand

Trustee

James R. Heistand

/s/ George J. Alburger, Jr.

Trustee

George J. Alburger, Jr.

/s/ Kelly H. Barrett

Trustee

Kelly H. Barrett

/s/ Antonio F. Fernandez

Trustee

Antonio F. Fernandez

/s/ Michelle M. MacKay

Trustee

Michelle M. MacKay

/s/ David J. Neithercut

Trustee

David J. Neithercut

/s/ Andrew P. Power

Trustee